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Rekor Systems, Inc 8-K, filed Sep 21, 2020

Rekor Systems, Inc. (REKR)

8-K 2020-09-21 For: 2020-09-21
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Added on April 12, 2026

About this 8-K

Rekor Systems, Inc filed this 8-K on September 21, 2020.

Items reported

  • Item 1.02: Ended a material agreement
  • Item 9.01: Financial statements and exhibits

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K

____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 21, 2020

____________________

REKOR SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-38338 81-5266334
(State<br>or Other Jurisdiction<br><br><br>of<br>Incorporation) (Commission<br>File Number) (IRS<br>Employer<br><br><br>Identification<br>No.)
7172 Columbia Gateway Drive, Suite 400, Columbia, MD<br>21046
(Address<br>of Principal Executive Offices)
Registrant's<br>Telephone Number, Including Area Code:  (410)<br>762-0800
Check<br>the appropriate box below if the Form 8-K filing is intended to<br>simultaneously satisfy the filing obligation of the registrant<br>under any of the following provisions:
---
☐ Written communications pursuant to Rule 425 under<br>the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under<br>the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule<br>14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule<br>13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title<br>of each class Trading<br>Symbol(s) Name of<br>each exchange on which registered
Common<br>Stock, $0.0001 par value per share REKR The<br>Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

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 1.02    Termination of a Material Definitive Agreement.

On September 21, 2020 (the “Termination Date”), Rekor Systems, Inc. (the “Company”) elected to voluntarily terminate its previously disclosed At Market Issuance Sales Agreement (the “Sales Agreement”) with B. Riley Securities, Inc. (formerly known as B. Riley FBR, Inc.) pursuant to the terms of the Sales Agreement. As of the Termination Date, the Company has offered and sold an aggregate of 6,509,202 shares of common stock pursuant to the Sales Agreement, which resulted in aggregate gross proceeds of $34,154,000. Following the termination of the Sales Agreement, as of the Termination Date, the Company has 32,892,548 shares of common stock issued and outstanding.

This description of the Sales Agreement does not purport to be complete and is qualified in its entirety by reference to the Sales Agreement, which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits.

The following exhibits are filed herewith:

Exhibit<br>Number Description
10.1 At Market Issuance<br>Sales Agreement, dated August 14, 2019, between Rekor Systems, Inc.<br>and B. Riley Securities, Inc. (formerly known as B. Riley FBR,<br>Inc.) (Incorporated by reference to Exhibit 10.1 to the Current<br>Report on Form 8-K as filed with the SEC on August 15,<br>2019).

SIGNATURE

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.

REKOR SYSTEMS, INC.
Date:<br>September 21, 2020 /s/<br>Robert A. Berman
Name: <br>Robert A. Berman<br><br><br>Title:   <br>President and Chief Executive Officer