8-K
SideChannel, Inc. (SDCH)
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): August 20, 2025
SideChannel,Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-28745 | 86-0837077 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
146Main Street, Suite 405, Worcester, MA 01608
(Address of principal executive offices) (Zip Code)
(508)925-0114
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below):
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| N/A | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities 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. ☐
Item7.01. Regulation FD Disclosure.
On August 19, 2025, SideChannel, Inc. (the “Company”) issued a press release announcing the debut of its Threat Intelligence Labs, Threat Mitigation platform, and related services at DEF CON 33 in Las Vegas.
The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information included in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
Item9.01 Financial Statements and Exhibits
(a) Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release issued by the registrant on August 20, 2025. |
| 104 | Cover<br> 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.
| SideChannel, Inc. | ||
|---|---|---|
| Date:<br> August 20, 2025 | By: | /s/ Brian Haugli |
| Name: | Brian<br> Haugli | |
| Title: | Chief<br> Executive Officer |
Exhibit 99.1
SideChannelDebuts Threat Intelligence Labs at DEF CON 33
WORCESTER,MA / ACCESSWIRE / August 20 , 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, debuted its Threat Intelligence Labs, Threat Mitigation platform, and related services at DEF CON 33 in Las Vegas. The new Insider Threat practice focuses on bringing research and intelligence to assessing, managing, and mitigating risk exposures associated with insider threats for enterprises across all verticals.
Insider Threats are risks posed by human behavior including staff, contractors, supply chain and third parties. Risks can be both intentional and unintentional in nature. The complexity and scale of the insider threat landscape can be difficult to solve resulting from a multitude of factors, including company culture, organizational operations, geo-political drivers, and access to resources. According to Mimecast’s “The State of Human Risk 2025,” “95% of all data breaches are caused by human error. Solving the challenge of risks generated from human behaviors and company culture requires a unique approach to identifying and assessing with ongoing mitigation. Threat landscapes may be vast, varies by organization and shifts daily.
SideChannel’s (IN)Side Threat Defense Lab brings innovative solutions, research and intelligence, top-tier operational security and information security consulting into a single pane-of-glass platform designed to assess and manage Insider Threat Defense. The Threat Defense platform is powered by our proprietary software, Enclave, aggregating asset intelligence, vulnerability detection, microsegmentation, and more. Automation streamlines both assessing insider threats and compliance risk, with a coalition of partners giving critical visibility into project management and threat mitigation on several fronts.
“Insider threats are often blind spots for organizations,” said SideChannel’s CEO, Brian Haugli. “By developing our Threat Intelligence Lab, including the Lab’s Threat Defense platform, and programs, we centralize the identification and mitigation of insider threats in a structured and proactive way.”
SideChannel clients benefit from our concentrated focus on identifying and mitigating insider threats that could derail business operations and growth. The Insider Threat Defense Platform also seamlessly integrates with SideChannel’s advisory services.
“With insider threats on the rise, it’s critical for businesses to recognize the real dangers that originate from risks driven by a culture of risky human behaviors,” said SideChannel’s VP of Insider Threat Labs, Lauren Trujillo, who recently joined the company to lead the Threat Intelligence Lab development. “Building a holistic mitigation platform, easier to procure programs, and curating an ecosystem of partners dedicated to continuously innovating the approach to continuity, we are creating a realistic path for insider threat assessment and management across all business functions. Making Threat Defense attainable for companies of all sizes with varying access to resources. Our goal is to develop a culture that drives innovation by eliminating risky behavior and enables drive continuity across the industry.”
AboutSideChannel
SideChannel helps emerging and mid-market companies protect their assets. Founded in 2019, we deliver comprehensive cybersecurity plans through a series of services branded SideChannel Complete.
SideChannel deploys a combination of skilled and experienced talent, and technological tools to offer layered defense strategies supported by battle-tested processes. SideChannel also offers Enclave, a network infrastructure platform that eases the journey from zero to zero-trust. Learn more at sidechannel.com.
To learn more about Enclave, visit www.sidechannel.com/enclave.
Investors and shareholders are encouraged to receive to press releases and industry updates by subscribing to the investor email newsletter and following SideChannel on X and LinkedIn.
You may contact us at:
SideChannel
146 Main Street, Suite 405
Worcester, MA 01608
info@sidechannel.com
Forward-LookingStatements
Thispress release may contain forward-looking statements, including information about management’s view of SideChannel’s futureexpectations, plans and prospects. In particular, when used in the preceding discussion, the words “believes”, “hopes”,“expects”, “intends”, “plans”, “anticipates”, “potential”, “could”,“should” or “may”, and similar conditional expressions are intended to identify forward-looking statements. Examplesof forward-looking statements include, among others, statements relating to future sales, earnings, cash flows, results of operations,uses of cash and other measures of financial performance.
Becauseforward-looking statements relate to the future, they are subject to inherent risks, uncertainties and other factors that may cause SideChannel’sactual results and financial condition to differ materially from those expressed or implied in the forward-looking statements. Theserisk factors include, but are not limited to: that we have incurred net losses since inception, our need for additional funding, thesubstantial doubt about our ability to continue as a going concern, and the terms of any future funding we raise; our dependence on currentmanagement and our ability to attract and retain qualified employees; competition for our products; our ability to develop and successfullyintroduce new products, improve current products and innovate; unpredictability in our operating results; our ability to retain existinglicensees and add new licensees; our ability to manage our growth; our ability to protect our intellectual property (IP), enforce ourIP rights and defend against claims that we infringed on the IP of others; the risk associated with the concentration of our cash inone financial institution at levels above the amount protected by FDIC insurance; and other risk factors included from time to time indocuments we file with the Securities and Exchange Commission, including, but not limited to, our Annual Reports on Form 10-K, QuarterlyReports on Form 10-Q and Current Reports on Form 8-K. These reports are available at www.sec.gov.
Otherunknown or unpredictable factors also could have material adverse effects that could cause actual results to differ materially from thoseprojected or represented in the forward-looking statements. Further, factors that we do not presently deem material as of the date ofthis release may become material in the future. The forward-looking statements included in this press release are made only as of thedate hereof. SideChannel cannot guarantee future results, levels of activity, performance, or achievements. Accordingly, you should notplace undue reliance on these forward-looking statements. Finally, SideChannel undertakes no obligation to update these forward-lookingstatements after the date of this release, except as required by law, nor any obligation to update or correct information prepared bythird parties.