Serve Robotics Files 8-K for Equity Sale

TL;DR

Serve Robotics selling unregistered equity, could be a cash grab or funding growth.

AI Summary

Serve Robotics Inc. entered into a Material Definitive Agreement on August 27, 2024, related to the unregistered sale of equity securities. The company, formerly known as Patricia Acquisition Corp., is incorporated in Delaware and headquartered in Redwood City, California.

Why It Matters

This filing indicates Serve Robotics is raising capital through an unregistered equity sale, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Unregistered equity sales can sometimes signal financial distress or dilution for existing shareholders.

Key Players & Entities

• Serve Robotics Inc. (company) — Registrant
• Patricia Acquisition Corp. (company) — Former company name
• August 27, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• Redwood City, CA (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share SERV The Nasdaq Capital M
• $8.9999 — ogether at a combined offering price of $8.9999. The Pre-Funded Warrants are immediate
• $0 — cisable, at a nominal exercise price of $0.0001, and may be exercised at any time
• $10.00 — mmon Warrants have an exercise price of $10.00 per share (subject to adjustment as set
• $5.0 million — receive gross proceeds of approximately $5.0 million before deducting transaction related ex
• $6.00 — re purchased at their exercise price of $6.00 per share. In consideration for the imm
• $15.0 m — or gross cash proceeds of approximately $15.0 million, the exercising holder will recei
• $150,000 — ge. The Company has agreed to pay Aegis $150,000 for fees and expenses including attorne

Filing Documents

• ea0212636-8k_serve.htm (8-K) — 36KB
• ea021263601ex10-1_serve.htm (EX-10.1) — 220KB
• ea021263601ex10-2_serve.htm (EX-10.2) — 132KB
• ea021263601ex10-3_serve.htm (EX-10.3) — 109KB
• ea021263601ex10-4_serve.htm (EX-10.4) — 96KB
• ea021263601ex10-5_serve.htm (EX-10.5) — 110KB
• ea021263601ex99-1_serve.htm (EX-99.1) — 11KB
• image_001.jpg (GRAPHIC) — 8KB
• 0001213900-24-073390.txt ( ) — 1083KB
• serv-20240827.xsd (EX-101.SCH) — 3KB
• serv-20240827_lab.xml (EX-101.LAB) — 33KB
• serv-20240827_pre.xml (EX-101.PRE) — 22KB
• ea0212636-8k_serve_htm.xml (XML) — 4KB

01. Entry into a Material Definitive

Item 1.01. Entry into a Material Definitive Agreement. On August 27, 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 shares of Common Stock (the "Common Warrants"). Pursuant to the Purchase Agreement, the Company sold 555,555 Pre-Funded Warrants, with each Pre-Funded Warrant exercisable for one share of Common Stock, together with Common Warrants to purchase up to 555,555 shares of Common Stock. Each Pre-Funded Warrant and accompanying Common Warrant were sold together at a combined offering price of $8.9999. 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 Common Warrants have an exercise price of $10.00 per share (subject to adjustment as set forth in the Common Warrant), are exercisable upon issuance and will expire five and a half years from the date of issuance. The Common 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 or about August 28, 2024 (the "Closing Date"), subject to satisfaction of customary closing conditions. The Company expects to receive gross proceeds of approximately $5.0 million before deducting transaction related expenses payable by the Company. The Company intends to use the net proceeds for general corporate purposes. In addition, pursuant to the Purchase Agreement, the Company agreed with the investor to exercise certain outstanding warrants (the "Existing War

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 August 27, 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 Registration Rights Agreement 10.3 Form of Common Warrant 10.4 Form of Pre-Funded Warrant 10.5 Form of Exchange Warrant 99.1 Press Release issued on August 27, 2024 104 Cover Page Interactive Data File (formatted in iXBRL) 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. Serve Robotics Inc. Dated: August 28, 2024 /s/ Ali Kashani Ali Kashani Chief Executive Officer and Director 3

View Full Filing

View this 8-K filing on SEC EDGAR