USBC, Inc. Enters Material Definitive Agreement
Ticker: USBC · Form: 8-K · Filed: Sep 5, 2025 · CIK: 1074828
| Field | Detail |
|---|---|
| Company | Usbc, Inc. (USBC) |
| Form Type | 8-K |
| Filed Date | Sep 5, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001, $5,000,000, $14,500,000, $18,000,000, $1,269,236 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, company-name-change
TL;DR
USBC, Inc. just signed a big deal, filing an 8-K on 9/5/25.
AI Summary
On September 5, 2025, USBC, Inc. (formerly KNOW LABS, INC.) entered into a material definitive agreement. The company, incorporated in Nevada with its principal office in Reno, NV, is in the business of measuring and controlling devices.
Why It Matters
This filing indicates a significant new contract or partnership for USBC, Inc., which could impact its future business operations and financial performance.
Risk Assessment
Risk Level: medium — Entering into a material definitive agreement can introduce new risks and opportunities, the specifics of which are not detailed in this initial filing.
Key Numbers
- 001-37479 — SEC File Number (Identifies the company's filing history with the SEC.)
- 90-0273142 — I.R.S. Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- USBC, Inc. (company) — Registrant
- KNOW LABS, INC. (company) — Former company name
- September 5, 2025 (date) — Date of earliest event reported
- Nevada (jurisdiction) — State of incorporation
- Reno, NV (location) — Business address
FAQ
What is the nature of the material definitive agreement entered into by USBC, Inc.?
The filing states that USBC, Inc. entered into a material definitive agreement on September 5, 2025, but the specific details of the agreement are not provided in this document.
When was USBC, Inc. formerly known as KNOW LABS, INC.?
The filing indicates that the company's name was changed from KNOW LABS, INC. on May 25, 2018.
Where is USBC, Inc. headquartered?
USBC, Inc.'s business address is 300 E 2nd Street, 15th Floor, Reno, Nevada 89501.
What is the Standard Industrial Classification for USBC, Inc.?
The Standard Industrial Classification for USBC, Inc. is MEASURING & CONTROLLING DEVICES, NEC [3829].
What is the fiscal year end for USBC, Inc.?
The fiscal year end for USBC, Inc. is September 30.
Filing Stats: 826 words · 3 min read · ~3 pages · Grade level 11.6 · Accepted 2025-09-05 16:41:28
Key Financial Figures
- $0.001 — ch registered Common Stock, par value $0.001 USBC NYSE American LLC Indicate by
- $5,000,000 — te offering price of up to a maximum of $5,000,000, from time to time, through an "at the
- $14,500,000 — t, up to an aggregate offering price of $14,500,000. The offer and sale of the Shares will
- $18,000,000 — (File No. 333-276246) in the amount of $18,000,000 initially filed by the Company with the
- $1,269,236 — ent for gross proceeds of approximately $1,269,236. The Company's outstanding shares of co
Filing Documents
- usbc_8k.htm (8-K) — 29KB
- usbc_ex51.htm (EX-5.1) — 9KB
- 0001654954-25-010447.txt ( ) — 154KB
- usbc-20250905.xsd (EX-101.SCH) — 5KB
- usbc-20250905_lab.xml (EX-101.LAB) — 14KB
- usbc-20250905_cal.xml (EX-101.CAL) — 1KB
- usbc-20250905_pre.xml (EX-101.PRE) — 9KB
- usbc-20250905_def.xml (EX-101.DEF) — 2KB
- usbc_8k_htm.xml (XML) — 4KB
01
Item 1.01 Entry into Material Definitive Agreement. As previously disclosed in the prospectus supplement dated December 31, 2024, USBC, Inc., a Nevada corporation, f/k/a Know Labs, Inc. (the "Company" or "USBC"), entered into a Capital on Demand Sales Agreement (the "Sales Agreement") with JonesTrading Institutional Services LLC, ("Jones") as sales agent , may offer and sell shares of its common stock, par value $0.001 per share (the "Shares"), having an initial aggregate offering price of up to a maximum of $5,000,000, from time to time, through an "at the market offering" program. On September 4, 2025, the Company determined to increase the amount available for sale under the Sales Agreement, up to an aggregate offering price of $14,500,000. The offer and sale of the Shares will be made pursuant to the Company's effective shelf registration statement on Form S-3 (File No. 333-276246) in the amount of $18,000,000 initially filed by the Company with the U.S. Securities and Exchange Commission (the "SEC") on December 22, 2023 and declared effective by the SEC on January 11, 2024, the related prospectus supplement, dated December 31, 2024, and the additional prospectus supplement filed with the SEC on the date hereof (the "Additional Prospectus Supplement") in connection with the offer and sale of the Shares. Because there is no minimum offering amount required pursuant to the Sales Agreement, the total number of Shares to be sold under the Sales Agreement, if any, and proceeds to the Company, if any, are not determinable at this time. The Company expects to use any net proceeds primarily for general corporate purposes, including working capital and capital expenditures. The Company's management will have significant discretion and flexibility in applying the net proceeds from the sale of these securities. Attached hereto as Exhibit 5.1, and incorporated by reference to the Additional Prospectus Supplement, is the opinion of the Company's counsel relating to th
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 5.1 Opinion of Holland & Hart LLP, dated September 5, 2025 23.1 Consent of Holland & Hart LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document 3
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. USBC, INC. September 5, 2025 By: /s/ Kitty Payne Name: Kitty Payne Title: Chief Financial Officer 4