Innovative Eyewear Files 8-K on Equity Sales

TL;DR

Innovative Eyewear filed an 8-K detailing equity sales - watch for dilution.

AI Summary

On September 18, 2024, Innovative Eyewear Inc. entered into a material definitive agreement related to unregistered sales of equity securities. The company, incorporated in Florida with its principal address in North Miami, FL, filed this 8-K report on September 19, 2024.

Why It Matters

This filing indicates potential new equity issuance or sales, which could impact the company's capital structure and shareholder dilution.

Risk Assessment

Risk Level: medium — Filings related to unregistered equity sales can signal financing needs or potential dilution, requiring closer examination.

Key Numbers

• 001-41392 — SEC File Number (Identifies the company's filing with the SEC.)
• 85-0734861 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Innovative Eyewear Inc. (company) — Registrant
• September 18, 2024 (date) — Date of earliest event reported
• September 19, 2024 (date) — Filing date
• Florida (location) — State of incorporation
• North Miami, Florida (location) — Principal business address

FAQ

Key Financial Figures

• $0.00001 — ch registered Common Stock, par value $0.00001 per share LUCY The Nasdaq Stock Mar
• $4.88 — 4, having an original exercise price of $4.88 per share (the "Existing Warrants"). T
• $5.13 — isting Warrants at an exercise price of $5.13 per share in consideration of the Compa
• $6.00 — es C Warrants have an exercise price of $6.00 per share, are exercisable immediately
• $762,148 — rrants are expected to be approximately $762,148 prior to deducting placement agent fees
• $25,000 — e offering, and accountable expenses of $25,000. The Company has also agreed to issue t
• $6.4125 — issuance, and have an exercise price of $6.4125 per share. The foregoing summaries of

Filing Documents

• innovativeeyewear_8k.htm (8-K) — 40KB
• innovativeeyewear_ex4-1.htm (EX-4.1) — 116KB
• innovativeeyewear_ex4-2.htm (EX-4.2) — 116KB
• innovativeeyewear_ex4-3.htm (EX-4.3) — 115KB
• innovativeeyewear_ex10-1.htm (EX-10.1) — 62KB
• 0001829126-24-006338.txt ( ) — 760KB
• lucy-20240918.xsd (EX-101.SCH) — 4KB
• lucy-20240918_def.xml (EX-101.DEF) — 26KB
• lucy-20240918_lab.xml (EX-101.LAB) — 36KB
• lucy-20240918_pre.xml (EX-101.PRE) — 25KB
• innovativeeyewear_8k_htm.xml (XML) — 6KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On September 18, 2024, Innovative Eyewear, Inc., a Florida corporation (the "Company"), entered into inducement letter agreements (the "Inducement Letter Agreements") with certain holders (the "Holders") of certain of its existing warrants to purchase an aggregate of 148,567 shares of the Company's common stock, $0.00001 par value per share (the "Common Stock"), originally issued to the Holders on May 1, 2024, having an original exercise price of $4.88 per share (the "Existing Warrants"). The shares of Common Stock issued upon exercise of the Existing Warrants are registered pursuant to an effective registration statement on Form S-1 (No. 333-279873). Pursuant to the Inducement Letter Agreements, the Holders agreed to exercise for cash the Existing Warrants at an exercise price of $5.13 per share in consideration of the Company's agreement to issue new unregistered Series C warrants (the "Series C Warrants") to purchase up to an aggregate of 148,567 shares of Common Stock and new unregistered Series D warrants (the "Series D Warrants" and, together with the Series C Warrants, the "New Warrants") to purchase up to an aggregate of 148,567 shares of Common Stock (collectively, the "New Warrant Shares"). The Series C Warrants have an exercise price of $6.00 per share, are exercisable immediately upon issuance and have a term of exercise equal to five and one-half years from the date of issuance. The Series D Warrants have an exercise price of $6.00 per share, are exercisable immediately upon issuance and have a term of exercise equal to eighteen months from the date of issuance. The Company has agreed to file a registration statement providing for the resale of the New Warrant Shares issuable upon the exercise of the New Warrants (the "Resale Registration Statement") as soon as reasonably practicable (and in any event within 30 calendar days) after the date of the Inducement Letter Agreements, and to use commerci

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information contained above in Item 1.01 related to the New Warrants, the New Warrant Shares, the PA Warrants and the PA Warrant Shares is hereby incorporated by reference into this Item 3.02. The New Warrants, PA Warrants, New Warrant Shares and PA Warrant Shares are being sold and issued without registration under the Securities Act, in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as a transaction not involving a public offering and Rule 506 promulgated under the Securities Act as sales to accredited investors, and in reliance on similar exemptions under applicable state laws. Such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. Neither this Current Report on Form 8-K nor any exhibit attached hereto is an offer to sell or the solicitation of an offer to buy our securities nor shall there be any sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits 4.1 Form of Series C Warrant 4.2 Form of Series D Warrant 4.3 Form of PA Warrant 10.1 Form of Inducement Letter Agreement, dated September 18, 2024, by and between Innovative Eyewear, Inc. and the Holders 104 Cover Page Interactive Data File (embedded within Inline XBRL document) 2

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. Dated: September 19, 2024 INNOVATIVE EYEWEAR, INC. By: /s/ Harrison Gross Name: Harrison Gross Title: Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR