Professional Diversity Network Enters Material Definitive Agreement

TL;DR

PDN inked a big deal, filing shows. Details to come.

AI Summary

On January 26, 2025, Professional Diversity Network, Inc. entered into a material definitive agreement. The filing also includes financial statements and exhibits related to this agreement. The company is incorporated in Delaware and its principal executive offices are located in Chicago, Illinois.

Why It Matters

This filing indicates a significant new contract or partnership for Professional Diversity Network, Inc., which could impact its future revenue and operations.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement can carry inherent risks related to contract terms, performance obligations, and potential future disputes.

Key Players & Entities

• Professional Diversity Network, Inc. (company) — Registrant
• January 26, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 55 E. Monroe Street, Suite 2120, Chicago, Illinois 60603 (address) — Principal executive offices
• 312-614-0950 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock , par value $0.01 per share IPDN The NASDAQ Stock Mark
• $1,300,000 — of the Seller, at a consideration of US$1,300,000 (the "Transaction"). The board of direc

Filing Documents

• ipdn20250130_8k.htm (8-K) — 24KB
• ex_772746.htm (EX-10.1) — 47KB
• 0001437749-25-002264.txt ( ) — 212KB
• ipdn-20250126.xsd (EX-101.SCH) — 3KB
• ipdn-20250126_def.xml (EX-101.DEF) — 11KB
• ipdn-20250126_lab.xml (EX-101.LAB) — 15KB
• ipdn-20250126_pre.xml (EX-101.PRE) — 11KB
• ipdn20250130_8k_htm.xml (XML) — 3KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement On January 26, 2025, Professional Diversity Network, Inc. (the "Company") entered into a Stock Purchase Agreement (the "SPA") with AI Geometric Ltd, a company organized under the laws of the United Kingdom of Great Britain and Northern Ireland (the "Seller"). Pursuant to the SPA, the Seller agreed to issue and sell 1,300 shares of the Seller to the Company, representing 13% of all issued and outstanding shares of the Seller, at a consideration of US$1,300,000 (the "Transaction"). The board of directors of the Company approved the Transaction on January 17, 2025.The closing of the Transaction took place on January 27, 2025. The SPA contains representations, warranties and covenants customary for a transaction of this nature, as well as certain indemnification obligations of the parties thereto for breaches of representations, warranties and covenants. The foregoing summary description of the SPA and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the full text of the SPA, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, the terms of which are incorporated by reference herein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Stock Purchase Agreement, dated January 26, 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. Professional Diversity Network, Inc. Date: January 30, 2025 /s/ Adam He Adam He Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR