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6-K

Freight Technologies, Inc. (FRGT)

6-K 2022-08-05 For: 2022-08-05
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Added on April 10, 2026

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

Form6-K

REPORTOF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August, 2022.

Commission File Number 001-38172

FREIGHTTECHNOLOGIES, INC.

(Translation of registrant’s name into English)

Mr. Javier Selgas, Chief Executive Officer

2001 Timberloch Place, Suite 500

The Woodlands, TX 77380

Telephone: (773) 905-5076

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Entryinto a Material Definitive Agreement

On August 4, 2022, Freight Technologies Inc. (the “Company”) entered into a Waiver of Registration Rights with ATW Opportunities Master Fund, L.P., ATW Master Fund II, L.P., ATW Partners Opportunities Management, LLC and Chardan Capital Markets LLC wherein the latter agreed to waive their rights to the registration of an aggregate 45,052,854 Ordinary Shares (comprising 581,818 Ordinary Shares and 44,471,036 Ordinary Shares underlying certain preferred shares and warrants) under the Amended and Restated Registration Rights Agreement dated July 12, 2022.

The preceding description of the aforementioned agreement does not purport to be complete and is qualified in its entirety by reference to the Waiver of Registration Rights, which is filed as an exhibit to this report and incorporated herein by reference.


Exhibits

Exhibit<br> No. Description
10.1 Waiver of Registration Rights

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, thereunto duly authorized.

Date:<br> August 5, 2022 FREIGHT<br> TECHNOLOGIES, INC.
By: /s/ Javier Selgas
Name: Javier<br> Selgas
Title: Chief<br> Executive Officer

Exhibit10.1


WAIVEROF REGISTRATION RIGHTS

This Waiver of Registration Rights is entered into as of August 4, 2022 by and between Freight Technologies, Inc. (f/k/a Hudson Capital Inc.), a British Virgin Island company (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

WHEREAS, the Company is obligated to register certain Registrable Securities (as defined in the Amended and Restated Registration Rights Agreement as of July 12, 2022, the “Agreement”) in a registration statement covering the resale such Registrable Securities (the “Registration Statement”); and

WHEREAS, the undersigned Purchasers desire to waive their registration rights and any and all notice requirements under the Registration Statement in order to preserve for the Company maximum flexibility in meeting the Company’s financial and other needs in connection with offerings that may be undertaken by the Company.

NOW, THEREFORE, upon the execution of this Waiver of Registration Rights by the Company and the undersigned Purchasers, and pursuant to Sections 6(e) and 6(f) of the Agreement, the undersigned Purchasers hereby waive the registration rights and any and all notice requirements under the Agreement in the Registration Statement in connection with the securities set forth under each of their names below.

This Waiver of Registration Rights shall be binding on the undersigned and the successors, heirs, personal representatives and assigns of the undersigned.

IN WITNESS WHEREOF, the parties have executed this Waiver of Registration Rights effective as of the date first above written.

By: Freight Technologies, Inc.
/s/ Paul Freudenthaler
Name: Paul<br> Freudenthalier
Title: CFO
By: ATW<br> Opportunities Master Fund, L.P.
--- ---
/s/ Antonio Ruiz
Name: Antonio<br> Ruiz
Title: MP
Ordinary<br> Shares: 581,818
---
Ordinary<br> Shares underlying Series A4 Preferred Shares: 456,710
Ordinary<br> Shares underlying Series B Preferred Shares: 25,617,220
Ordinary<br> Shares underlying Series A Warrant: 671,879
Ordinary<br> Shares underlying Series B Warrant: 395,652
Ordinary<br> Shares underlying Series C Warrant: 1,317,587
Ordinary<br> Shares underlying Series D Warrant: 3,048,838
By: ATW<br> Master Fund II, L.P.
--- ---
/s/ Antonio Ruiz
Name: Antonio<br> Ruiz
Title: MP
Ordinary<br> Shares underlying Series A1A Preferred Shares: 3,255,983
---
Ordinary<br> Shares underlying Series A2 Preferred Shares: 1,071,537
Ordinary<br> Shares underlying Series A4 Preferred Shares: 67,806
Ordinary<br> Shares underlying Series B Preferred Shares: 2,113,154
Ordinary<br> Shares underlying Series C Warrant: 195,946
Ordinary<br> Shares underlying Series D Warrant: 252,298
By: ATW<br> Partners Opportunities Management, LLC
--- ---
/s/ Antonio Ruiz
Name: Antonio<br> Ruiz
Title: MP
Ordinary<br> Shares underlying Series A2 Preferred Shares: 984,780
---
By: Chardan<br> Capital Markets LLC
--- ---
/s/ Steve Urbach
Name: Steve<br> Urbach
Title: CEO
Ordinary<br> Shares underlying Series B Preferred Shares: 4,142,857
---
Ordinary<br> Shares underlying Series A Warrant: 878,788