SCWorx Corp. Files Definitive Proxy Statement

TL;DR

SCWorx DEF 14A filed. Stockholders meeting details inside.

AI Summary

SCWorx Corp. filed a Definitive Proxy Statement (DEF 14A) on December 2, 2024, for its annual meeting of stockholders. The filing provides information to shareholders regarding the meeting and related matters. SCWorx Corp. was formerly known as Alliance MMA, Inc., with a name change occurring on May 10, 2016.

Why It Matters

This filing is crucial for shareholders as it outlines the agenda and proposals for the annual meeting, allowing them to make informed voting decisions.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEF 14A) and does not contain new financial performance data or significant corporate actions.

Key Players & Entities

• SCWorx Corp. (company) — Registrant
• Alliance MMA, Inc. (company) — Former Company Name
• 20241202 (date) — Filing Date
• 20241223 (date) — Period of Report

FAQ

Key Financial Figures

• $0.001 — f shares of our common stock, par value $0.001 per share (“Common Stock”)
• $1,500,000 — mmon Stock upon (i) conversion of up to $1,500,000 of convertible promissory notes and (ii
• $1.00 — 2 and 1/15, if the minimum bid price of $1.00 is not maintained and the company recei
• $3.5b — , a publicly traded technology company ($3.5b market cap) focused on cloud services a
• $230 billion — played a pivotal role in managing over $230 billion in healthcare supply spend, consolidati
• $50 million — antial business growth, delivering over $50 million in new revenue within a few years. Mr.
• $1,155,000 — aggregate original principal amount of $1,155,000 and an initial conversion price of $1.4
• $1.43 — ,000 and an initial conversion price of $1.43 per share, which Notes are convertible

Filing Documents

• ea0222869-def14a_scworx.htm (DEF 14A) — 351KB
• 0001213900-24-104348.txt ( ) — 352KB

From the Filing

DEF 14A 1 ea0222869-def14a_scworx.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement. Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)). Definitive Proxy Statement. Definitive Additional Materials. Soliciting Material Pursuant to §240.14a-12. SCWORX CORP. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11 SCWORX CORP. NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held On December 23, 2024 You are hereby notified that the annual meeting of stockholders of SCWorx Corp. (“Annual Meeting”) (the “Company”), will be held at the Regus conference room at 35Village Rd, Suite 100, Middleton, MA 01949 on December 23, 2024, for the following purposes: 1. To elect four directors to serve until the next annual meeting of stockholders and until their respective successors shall have been duly elected and qualified; 2. To consider and vote, on a non-binding, advisory basis, upon the compensation of those of our executive officers listed in the Summary Compensation Table appearing elsewhere in this proxy statement, or our named executive officers, as disclosed in this proxy statement pursuant to Item 402 of Regulation S-K; 3. To ratify the selection of Astra Audit & Advisory, LLC as independent registered public accounting firm of the Company for the 4. To consider and vote upon a proposal to authorize, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of our common stock, par value $0.001 per share (“Common Stock”) upon (i) conversion of convertible promissory notes and (ii) exercise of common stock purchase warrants issued by us (including any amortization payments made to the holders of convertible promissory notes in the form of the issuance of shares of Common Stock and upon the operation of anti-dilution and other adjustment provisions contained in such convertible promissory notes and warrants), in each case pursuant to the terms of that certain Securities Purchase Agreement, dated July 16, 2024 (the “Issuance Proposal”), by and among the Company and the investors named therein in an amount equal to or in excess of 20% of our Common Stock outstanding before the issuance of such stock and warrants and at prices below the “Minimum Price” as defined below; 5. To consider and vote upon a proposal to authorize, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of our Common Stock pursuant to a certain settlement agreement dated July 15, 2024 (the “Settlement Agreement”) in an amount which may be equal to or in excess of 20% of our Common Stock outstanding before the issuance of such stock and at prices below the Minimum Price; 6. To consider and vote upon a proposal to authorize, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of Common Stock pursuant to the exercise of common stock purchase warrants issued by us (including the issuance of shares of Common Stock upon the operation of anti-dilution and other adjustment provisions contained in such warrants) pursuant to the terms of that certain Securities Purchase Agreement, dated November 19, 2024 (the “Private Investment”), by and among the Company and the investors named therein in an amount, which when coupled with shares of common stock issued in the Private Offering, will be equal to or in excess of 20% of our Common Stock outstanding as of July 16, 2024 and at prices below the Minimum Price; 7. To consider and vote upon a proposal to authorize, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of our Common Stock upon (i) conversion of up to $1,500,000 of convertible promissory notes and (ii) exercise of common stock purchase warrants to purchase up to 1,500,000 shares of Common Stock to be issued by us (including any amortization payments made to the holders of such convertible promissory notes in the form of issuance of shares of Common Stock and upon the operation of anti-dilution and other adjustment provisions contained in such convertible promissory notes and warrants) on the same terms as the convertible promissory notes and common stock purchase warrants issued pursuant to the Securities Purchase Agreement, dated July 16, 2024, except for the terms described herein, to be entered

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