WISA TECHNOLOGIES Files 8-K with Material Agreements & Financial Updates

TL;DR

WISA dropped an 8-K detailing new deals, financial shifts, and corporate changes. Watch closely.

AI Summary

On March 25, 2024, WISA TECHNOLOGIES, INC. (formerly Summit Wireless Technologies, Inc.) filed an 8-K detailing several key events. These include entering into a material definitive agreement, changes in results of operations and financial condition, material modifications to security holder rights, and amendments to its articles of incorporation or bylaws. The company also reported other events and filed financial statements and exhibits.

Why It Matters

This 8-K filing signals significant corporate actions and financial reporting by WISA TECHNOLOGIES, INC., which could impact its stock price and investor outlook.

Risk Assessment

Risk Level: medium — The filing indicates significant corporate activity and potential financial shifts, which inherently carry medium risk for investors.

Key Players & Entities

• WISA TECHNOLOGIES, INC. (company) — Registrant
• Summit Wireless Technologies, Inc. (company) — Former company name
• March 25, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — h registered Common Stock, par value $0.0001 per share WISA The Nasdaq Capital M

Filing Documents

• tm249783d1_8k.htm (8-K) — 34KB
• tm249783d1_ex3-1.htm (EX-3.1) — 8KB
• tm249783d1_ex10-1.htm (EX-10.1) — 20KB
• tm249783d1_ex99-1.htm (EX-99.1) — 17KB
• tm249783d1_ex3-1img001.jpg (GRAPHIC) — 71KB
• 0001104659-24-038684.txt ( ) — 362KB
• wisa-20240325.xsd (EX-101.SCH) — 3KB
• wisa-20240325_lab.xml (EX-101.LAB) — 33KB
• wisa-20240325_pre.xml (EX-101.PRE) — 22KB
• tm249783d1_8k_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On March 26, 2024, WiSA Technologies, Inc., a Delaware corporation (the "Company"), entered into a warrant amendment agreement (the "Warrant Amendment Agreement"), with certain holders (the "Holders") of (i) certain common stock purchase warrants, issued by the Company to such Holders in connection with certain inducement agreements, dated as of December 5, 2023, by and between the Company and each such Holder (the "December 2023 Warrants"), as amended by that certain warrant amendment agreement, dated as of February 5, 2024, (ii) certain common stock purchase warrants, dated January 23, 2024 (the "January 2024 Warrants"), and (iii) certain common stock purchase warrants, dated February 13, 2024 (the "February 2024 Warrants", and together with the December 2023 Warrants and the January 2024 Warrants, the "Original Warrants"), whereby the Holders agreed to (i) amend the exercisability provision in the December 2023 Warrants and January 2024 Warrants so such warrants shall not be exercisable until one or more certificates of amendment to the Company's certificate of incorporation, as amended, are filed with the Secretary of State of the State of Delaware to effectuate an increase in authorized shares of capital stock of the Company and a reverse stock split of the Company's outstanding shares of common stock, par value $0.0001 per share ("Common Stock"); and (ii) remove certain exercise price reset, right to reprice and/or share adjustment provisions in the Original Warrants, to be effective following the first adjustments following the Company's next reverse stock split of its shares of Common Stock, pursuant to each of Section 2(c) in the December 2023 Warrants and the January 2024 Warrants and Section 3(f) of the February 2024 Warrants, as applicable, for purposes of compliance with The Nasdaq Stock Market LLC ("Nasdaq"). The foregoing summary of the Warrant Amendment Agreement does not purport to be complet

02

Item 2.02 Results of Operations and Financial Condition. On March 25, 2024, the Company issued a press release announcing the addition of two new features to its WiSA E wireless immersive audio software stack, updated guidance on signing licensing agreements for its WiSA E software, and its preliminary, unaudited revenue and net loss for the year ended December 31, 2023. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K (this "Form 8-K") and is incorporated herein by reference.

03

Item 3.03. Material Modification to Rights of Security Holders. To the extent required by Item 3.03 of this Form 8-K, the information contained in Items 1.01 and 5.03 of this Form 8-K and Exhibit 10.1 to this Form 8-K are incorporated herein by reference.

03

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. As previously reported in a Current Report on Form 8-K filed by the Company on March 18, 2024, at a special meeting of the Company's stockholders held on March 15, 2024, the stockholders of the Company voted to approve an amendment to the Company's certificate of incorporation, as amended ("Certificate of Incorporation"), to increase the number of authorized shares of capital stock that the Company may issue from 220,000,000 shares to 320,000,000 shares, of which 300,000,000 shares shall be classified as common stock, par value $0.0001 per share (the "Charter Amendment"). On March 25, 2024, the Company filed the Charter Amendment with the Secretary of State of the State of Delaware. The foregoing summary of the Charter Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Charter Amendment, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

01

Item 8.01. Other Events. The disclosures in Item 2.02 of this Form 8-K and Exhibit 99.1 to this Form 8-K are incorporated herein by reference. As previously disclosed, on February 14, 2024, the Company received notice from the Listing Qualifications Staff (the "Staff") of Nasdaq that the Staff determined to delist the Company's securities from Nasdaq, unless the Company timely requested an appeal of the Staff's determination to a Hearings Panel (the "Panel"), pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. The Company timely filed its appeal with Nasdaq and has received a hearing date of March 28, 2024. While the appeal process is pending, the suspension of trading of the Common Stock, will be stayed and the Common Stock will continue to trade on the Nasdaq Capital Market until the hearing process concludes and the Panel issues a written decision.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Amendment to WiSA Technologies, Inc.'s Certificate of Incorporation, filed with the Secretary of State of the State of Delaware on March 25, 2024. 10.1 Form of Warrant Amendment Agreement, by and between WiSA Technologies, Inc. and the signatories thereto. 99.1 Press release, dated March 25, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. Date: March 26, 2024 WISA TECHNOLOGIES, INC. By: /s/ Brett Moyer Name: Brett Moyer Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR