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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM
CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
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| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | ||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [_]
Item 1.01. Entry into a Material Definitive Agreement.
As previously disclosed in a Current Report on Form 8-K filed on September 1, 2020, Socket Mobile, Inc. (the “Company”) completed a secured subordinated convertible note financing of $1,530,000 on August 31, 2020. On November 16, 2022, the Company and the requisite holders of the outstanding notes entered into a Secured Subordinated Convertible Note Extension Agreement (the “Extension Agreement”), extending the maturity date of the notes from August 30, 2023 to August 30, 2024. All other terms and conditions of the notes remain in full force and effect.
The foregoing description of the Extension Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Extension Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Certain Relationships
Charlie Bass, Chairman of the Company’s Board of Directors (the “Board”); Kevin Mills, the Company’s Chief Executive Officer and a member of the Board; Lynn Zhao, the Company’s Chief Financial Officer and a member of the Board; and Flora Chu, an employee of the Company, currently hold outstanding notes. Because the Extension Agreement involved such parties related to the Company, a special committee of the Board comprising the Board’s disinterested directors approved the Extension Agreement.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description |
| 10.1 | Secured Subordinated Convertible Note Extension Agreement, effective as of November 16, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SOCKET MOBILE, INC.
| By: | /s/ Lynn Zhao Lynn Zhao Vice President, Finance and Administration and Chief Financial Officer |
Date: November 16, 2022