Serve Robotics Files 8-K: Material Agreement, Equity Sales

TL;DR

Serve Robotics signed a big deal & sold stock, filing shows.

AI Summary

On July 23, 2024, Serve Robotics 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 other events. This filing follows their previous name change from Patricia Acquisition Corp. on November 16, 2020.

Why It Matters

This 8-K filing indicates significant corporate activity for Serve Robotics, including a new material agreement and equity transactions, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing mentions a material definitive agreement and unregistered sales of equity securities, which can introduce financial and operational risks if not managed properly.

Key Players & Entities

• Serve Robotics Inc. (company) — Registrant
• Patricia Acquisition Corp. (company) — Former Company Name
• July 23, 2024 (date) — Date of Report
• November 16, 2020 (date) — Date of Name Change

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share SERV The Nasdaq Capital M
• $5.9999 — ogether at a combined offering price of $5.9999. The Pre-Funded Warrants are immediate
• $0 — cisable, at a nominal exercise price of $0.0001, and may be exercised at any time
• $6.00 — stor Warrants have an exercise price of $6.00 per share (subject to adjustment as set
• $15 million — receive gross proceeds of approximately $15 million before deducting transaction related ex
• $150,000 — nt. The Company has agreed to pay Aegis $150,000 for fees and expenses including attorne

Filing Documents

• ea0209876-8k_serve.htm (8-K) — 32KB
• ea020987601ex10-1_serve.htm (EX-10.1) — 210KB
• ea020987601ex10-2_serve.htm (EX-10.2) — 96KB
• ea020987601ex10-3_serve.htm (EX-10.3) — 135KB
• ea020987601ex10-4_serve.htm (EX-10.4) — 95KB
• ea020987601ex99-1_serve.htm (EX-99.1) — 9KB
• image_001.jpg (GRAPHIC) — 3KB
• 0001213900-24-063643.txt ( ) — 897KB
• serv-20240723.xsd (EX-101.SCH) — 3KB
• serv-20240723_lab.xml (EX-101.LAB) — 33KB
• serv-20240723_pre.xml (EX-101.PRE) — 22KB
• ea0209876-8k_serve_htm.xml (XML) — 4KB

01. Entry into a Material Definitive

Item 1.01. Entry into a Material Definitive Agreement. On July 23, 2024 (the "Signing Date"), Serve Robotics Inc., a Delaware corporation (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement") with a certain accredited and institutional investor for a private placement offering ("Private Placement") of pre-funded warrants (the "Pre-Funded Warrants") to purchase shares of the Company's common stock, par value $0.0001 per share (the "Common Stock") and warrants exercisable for Common Stock (the "Investor Warrants"). Pursuant to the Purchase Agreement, the Company sold 2,500,000 Pre-Funded Warrants with each Pre-Funded Warrant exercisable for one share of Common Stock, together with Investor Warrants to purchase up to 2,500,000 shares of Common Stock. Each Pre-Funded Warrant and accompanying Investor Warrant were sold together at a combined offering price of $5.9999. The Pre-Funded Warrants are immediately exercisable, at a nominal exercise price of $0.0001, and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. The Investor Warrants have an exercise price of $6.00 per share (subject to adjustment as set forth in the Investor Warrant), are exercisable upon issuance and will expire five and a half years from the date of issuance. The Investor Warrants contain standard adjustments to the exercise price including for stock splits, stock dividend, rights offerings and pro rata distributions. The Private Placement is expected to close on July 24, 2023 (the "Closing Date"). The Company expects to receive gross proceeds of approximately $15 million before deducting transaction related expenses payable by the Company. The Company intends to use the net proceeds for general corporate purposes. In connection with the Purchase Agreement, the Company entered into a registration rights agreement (the "Registration Rights Agreement") with the investor. Pursuant to the Registration Rights Agreement, the Comp

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The disclosure under Item 1.01 above is incorporated herein by reference. In connection with the issuance of the securities described in Item 1.01, the Company relied upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b) of Regulation D promulgated thereunder for transactions not involving a public offering.

01. Other Events

Item 8.01. Other Events. On July 23, 2024, the Company issued a press release regarding the pricing of the Private Placement. A copy of the press release is attached as Exhibit 99.1 hereto.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (b) Exhibits. The following exhibits are included in this report: No. Description 10.1 Form of Securities Purchase Agreement 10.2 Form of Warrant 10.3 Form of Registration Rights Agreement 10.4 Form of Pre-Funded Warrant 99.1 Press Release issued on July 23, 2024 104 Cover Page Interactive Data File (formatted in iXBRL) 1

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. Serve Robotics Inc. Dated: July 23, 2024 /s/ Ali Kashani Ali Kashani Chief Executive Officer and Director 2

View Full Filing

View this 8-K filing on SEC EDGAR