Edgemode, Inc. Files 8-K: Material Agreement & Equity Sales
Ticker: EDGM · Form: 8-K · Filed: Sep 19, 2025 · CIK: 1652958
| Field | Detail |
|---|---|
| Company | Edgemode, INC. (EDGM) |
| Form Type | 8-K |
| Filed Date | Sep 19, 2025 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 4 min |
| Key Dollar Amounts | $287,500, $250,000, $6,000, $0 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-obligation, equity-sale
TL;DR
Edgemode (EGMD) filed an 8-K detailing a new material agreement, financial obligation, and equity sales.
AI Summary
On September 15, 2025, Edgemode, Inc. entered into a material definitive agreement, creating a direct financial obligation. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. Edgemode, Inc. was formerly known as Fourth Wave Energy, Inc., Pierre Corp., and Wadena Corp.
Why It Matters
This 8-K filing indicates significant corporate activity, including a new financial obligation and equity transactions, which could impact the company's financial structure and shareholder value.
Risk Assessment
Risk Level: medium — The filing involves a material definitive agreement and financial obligations, which carry inherent risks related to the terms and execution of these agreements.
Key Players & Entities
- Edgemode, Inc. (company) — Registrant
- Fourth Wave Energy, Inc. (company) — Former company name
- Pierre Corp. (company) — Former company name
- Wadena Corp. (company) — Former company name
- September 15, 2025 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement entered into by Edgemode, Inc. on September 15, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in this excerpt.
What type of financial obligation did Edgemode, Inc. create?
Edgemode, Inc. created a direct financial obligation or an obligation under an off-balance sheet arrangement of a registrant.
What other significant event is reported in this 8-K filing?
The filing also reports on unregistered sales of equity securities by Edgemode, Inc.
When was Edgemode, Inc. previously known by other names?
Edgemode, Inc. was formerly known as Wadena Corp. (name change date 20150911), Pierre Corp. (name change date 20181113), and Fourth Wave Energy, Inc. (name change date 20200415).
What is the primary business sector for Edgemode, Inc. according to the filing?
Edgemode, Inc. is listed under the Standard Industrial Classification code 8082, which corresponds to SERVICES-HOME HEALTH CARE SERVICES.
Filing Stats: 1,086 words · 4 min read · ~4 pages · Grade level 11.6 · Accepted 2025-09-19 16:05:55
Key Financial Figures
- $287,500 — missory note in the principal amount of $287,500 (the "Promissory Note") for which the C
- $250,000 — ch the Company received net proceeds of $250,000. The proceeds from the sale of the Prom
- $6,000 — nt Shares"). The Investor also withheld $6,000 from the purchase price of the Promisso
- $0 — prior to the date of conversion or (ii) $0.01, subject to adjustment as provided i
Filing Documents
- edgemode_8k.htm (8-K) — 32KB
- edgemode_ex1001.htm (EX-10.1) — 207KB
- edgemode_ex1002.htm (EX-10.2) — 139KB
- 0001683168-25-007151.txt ( ) — 627KB
- edgm-20250915.xsd (EX-101.SCH) — 3KB
- edgm-20250915_lab.xml (EX-101.LAB) — 33KB
- edgm-20250915_pre.xml (EX-101.PRE) — 22KB
- edgemode_8k_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On September 15, 2025, Edgemode, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement") with an accredited investor (the "Investor"), pursuant to which the Company sold the Investor an unsecured original issue discount promissory note in the principal amount of $287,500 (the "Promissory Note") for which the Company received net proceeds of $250,000. The proceeds from the sale of the Promissory Note shall be used for working capital. Pursuant to the Purchase Agreement, as consideration for the purchase of the Promissory Note, the Company also issued 8,500,000 shares of the Company's common stock to the Investor (the "Commitment Shares"). The Investor also withheld $6,000 from the purchase price of the Promissory Note for the Investor's legal fees. The Promissory Note carries an interest rate of 10% per annum (24% per annum or the lesser of the maximum amount permitted by law on any principal amount not paid when the Promissory Note is due) and has a maturity date of September 15, 2026, which is also the date upon which the principal amount of the Promissory Note and any accrued unpaid interest is due and payable. The Promissory Note is convertible into common stock of the Company at any time on or following the date of issuance. The conversion price shall be (i) 65% of the lowest closing price of the Company's common stock on the applicable principal market on any trading day during the ten trading days prior to the date of conversion or (ii) $0.01, subject to adjustment as provided in the Promissory Note. Pursuant to the Promissory Note, if the Company receives cash proceeds from any source or from the sale of assets by the Company, the Investor has the right to require the Company to apply up to 25% of such proceeds to the repayment of the outstanding principal amount and interest. If the Company makes any repayment from the receipt of cash proceeds prior to the occurren
03 Creation of a Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information provided above in Item 1.01 herein is incorporated by reference into this Item 2.03.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. The information provided above in Item 1.01 herein is incorporated by reference into this Item 3.02. 2
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. Exhibit Description 10.1 Securities Purchase Agreement between Edgemode, Inc. and FirstFire Global Opportunities Fund, LLC dated September 15, 2025 10.2 Promissory Note issued by Edgemode, Inc. in favor of FirstFire Global Opportunities Fund, LLC dated September 15, 2025 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. Edgemode, Inc. Dated: September 19, 2025 By: /s/ Charlie Faulkner Name: Charlie Faulkner Title: Chief Executive Officer 3