8-K
TaoWeave, Inc. (TWAV)
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 13, 2024
OBLONG, INC.
(Exact name of registrant as specified in its charter)
| Delaware<br><br> <br>(State or other jurisdiction of<br><br> <br>Incorporation or organization) | 001-35376<br><br> <br>(Commission File Number) | 77-0312442<br><br> <br>(IRS Employer<br><br> <br>Identification No.) |
|---|
110 16th Street, Suite 1400 - 1024
Denver, Colorado 80202
(Address of principal executive offices, zip code)
(213) 683-8863 ext. 5
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a‑12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement 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 |
|---|---|---|
| Common Stock, par value $0.0001 per share | OBLG | Nasdaq Capital 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 1.01 Entry into a Material Definitive Agreement
As reported on the Current Report on Form 8-K, filed on October 10, 2023, on October 6, 2023, Oblong, Inc. (“we” or the “Company”) and certain accredited investors (the “Investors”) entered into a waiver whereby the Company and Investors agreed to waive any and all provisions, terms, covenants and obligations in the Common Warrants to the extent such provisions permit the conversion or exercise of the Common Warrants, respectively, to occur at a price below $0.2792 (the “Waiver”).
On September 13, 2024, the Company and Investors agreed to amend the Waiver and to delete Section 2 of the Waiver in its entirety (“Amendment to Waiver”).
The foregoing description of the Amendment to Waiver does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment Waiver, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 3.03 Material Modification to Rights of Security Holders.
The information set forth above in Item 1.01 of this Current Report on Form 8-K, including Exhibit 10.1 hereto, is incorporated herein by reference in its entirety.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 10.1 | Amendment to Waiver, dated as of September 13, 2024, by and among Oblong, Inc. and the investors named therein. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| OBLONG, INC. | ||
|---|---|---|
| September 13, 2024 | By: | /s/ Peter Holst |
| Peter Holst | ||
| President & CEO |
ex_724106.htm
AMENDMENT TO WAIVER
Reference is hereby made to that certain Waiver dated as of October 6, 2023 among Oblong, Inc. (the “Company”) and the investors (the “Investors”) named therein (the “2023 Waiver”). Capitalized terms used but not defined herein shall have the meanings given to them in the 2023 Waiver.
WHEREAS, the Company and the Investors desire to remove certain provisions of the 2023 Waiver; and
WHEREAS, the undersigned Investors constitute the Required Holders under the Transaction Documents.
RESOLVED, the Company and the Required Holders hereby agree to delete Section 2 of the 2023 Waiver in its entirety.
[Signature Page Follows]
In Witness Whereof, the undersigned hereby consents to the matters described above, as of the date set forth below.
INVESTORS:
By: /s/ Ari Rabinowitz
Name: Ari Rabinowitz
Title: Five Narrow Lane
Date: September 13, 2024
By: /s/ Shaye Hirsch
Name: Shaye Hirsch
Title: Brio Capital
Date: September 13, 2024
By: /s/ Richard Abbe
Name: Richard Abbe
Title: Iroquois
Date: September 13, 2024
ACKNOWLEDGED BY:
COMPANY:
Oblong, Inc.
By: /s/ Pete Holst
Name: Pete Holst
Title: CEO
Date: September 13, 2024