WISA TECHNOLOGIES, INC. Files 8-K with Material Agreements

TL;DR

WISA TECHNOLOGIES FILES 8-K: MATERIAL AGREEMENTS, EQUITY SALES, AND MODIFIED RIGHTS REPORTED.

AI Summary

On April 19, 2024, WISA TECHNOLOGIES, INC. entered into a Material Definitive Agreement, the details of which are not fully disclosed in this filing. The company also reported on Unregistered Sales of Equity Securities and Material Modifications to Rights of Security Holders. This filing also includes Financial Statements and Exhibits.

Why It Matters

This 8-K filing indicates significant corporate actions by WISA TECHNOLOGIES, INC., including definitive agreements and potential changes affecting security holders, which could impact the company's future operations and stock value.

Risk Assessment

Risk Level: medium — The filing indicates material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Players & Entities

• WISA TECHNOLOGIES, INC. (company) — Registrant
• April 19, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• 001-38608 (identifier) — SEC File Number
• 30-1135279 (identifier) — IRS Number

FAQ

Key Financial Figures

• $0.0001 — h registered Common Stock, par value $0.0001 per share WISA The Nasdaq Capital M
• $5.25 — of the Company, at an offering price of $5.25 per share, and (b) in a concurrent priv
• $5.06 — f Common Stock, at an exercise price of $5.06 per share (the "Warrant Shares"), for a
• $1.9 million — gregate gross proceeds of approximately $1.9 million (the "Offerings"). The Shares issued i
• $50,000 — Company reimbursed the Placement Agent $50,000 for expenses in connection with the Off

Filing Documents

• tm2412342d1_8k.htm (8-K) — 35KB
• tm2412342d1_ex1-1.htm (EX-1.1) — 98KB
• tm2412342d1_ex4-1.htm (EX-4.1) — 101KB
• tm2412342d1_ex5-1.htm (EX-5.1) — 9KB
• tm2412342d1_ex10-1.htm (EX-10.1) — 245KB
• tm2412342d1_ex10-2.htm (EX-10.2) — 12KB
• tm2412342d1_ex5-1img001.jpg (GRAPHIC) — 28KB
• tm2412342d1_ex5-1img002.jpg (GRAPHIC) — 8KB
• 0001104659-24-050573.txt ( ) — 849KB
• wisa-20240419.xsd (EX-101.SCH) — 3KB
• wisa-20240419_lab.xml (EX-101.LAB) — 33KB
• wisa-20240419_pre.xml (EX-101.PRE) — 22KB
• tm2412342d1_8k_htm.xml (XML) — 3KB

01

Item 1.01. Entry into a Material Definitive Agreement. Warrant Amendment On or about April 19, 2024, the holders of certain common stock purchase warrants, dated April 23, 2024 (the "April 19 Warrants"), each entered into a warrant amendment agreement (the "Warrant Amendment Agreement") with WiSA Technologies, Inc., a Delaware corporation (the "Company"), whereby such holders agreed to amend the "alternative cashless exercise" provision in Section 2(c) of the April 19 Warrants such that issuance of shares of common stock upon exercise of such "alternative cashless exercise" is subject to stockholder approval. Registered Direct Offering and Concurrent Private Placement On April 23, 2024, the Company closed (the "Closing") an offering with certain purchasers signatory to that certain securities purchase agreement dated April 19, 2024 (the "Purchase Agreement"). In the Closing, the Company issued and sold to such purchasers (a) in a registered direct offering, 361,904 shares (the "Shares") of common stock, par value $0.0001 per share (the "Common Stock"), of the Company, at an offering price of $5.25 per share, and (b) in a concurrent private placement, common stock purchase warrants (the "Warrants") exercisable for an aggregate of up to 542,856 shares of Common Stock, at an exercise price of $5.06 per share (the "Warrant Shares"), for aggregate gross proceeds of approximately $1.9 million (the "Offerings"). The Shares issued in the registered direct offering were offered pursuant to the Company's shelf registration statement on Form S-3 (File 333-267211) (the "Shelf Registration Statement"), initially filed by the Company with the Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended (the "Securities Act"), on September 1, 2022 and declared effective on September 13, 2022. The Warrants are immediately exercisable upon issuance and expire on the fifth anniversary of the issuance date of the Warrants. Once issued, the Warr

02

Item 3.02. Unregistered Sales of Equity Securities The applicable information set forth in Item 1.01 of this Form 8-K with respect to the issuance of Warrants and Warrant Shares is incorporated herein by reference. Item 3.3. Material Modification to Rights of Security Holders. The applicable information set forth in Item 1.01 of this Form 8-K with respect to the Warrant Amendment Agreement is incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1 Placement Agency Agreement, dated as of April 19, 2024, by and between WiSA Technologies, Inc. and Maxim Group LLC, as placement agent. 4.1 Form of Warrant. 5.1 Opinion of Sullivan & Worcester LLP, dated April 23, 2024. 10.1 Form of Securities Purchase Agreement by and between the Company and certain accredited investors dated April 19, 2024. 10.2 Form of Warrant Amendment Agreement by and between the Company and certain holders of common stock purchase warrants, dated April 19, 2024. 23.1 Consent of Sullivan & Worcester LLP (contained in Exhibit 5.1 above). 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: April 23, 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