WRAP TECHNOLOGIES, INC. Files 8-K: Material Agreements & Bylaw Changes
Ticker: WRAP · Form: 8-K · Filed: Dec 2, 2024 · CIK: 1702924
| Field | Detail |
|---|---|
| Company | Wrap Technologies, Inc. (WRAP) |
| Form Type | 8-K |
| Filed Date | Dec 2, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.0001, $1,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, corporate-action, filing
TL;DR
WRAP files 8-K: New deals, rights changes, and bylaw updates on Nov 25.
AI Summary
On November 25, 2024, WRAP TECHNOLOGIES, INC. filed an 8-K report detailing a material definitive agreement. The filing also covers modifications to security holder rights and amendments to the company's articles of incorporation or bylaws, along with financial statements and exhibits.
Why It Matters
This 8-K filing indicates significant corporate actions, including new agreements and potential changes to shareholder rights, which could impact the company's future operations and stock value.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and modifications to security holder rights, which can introduce new risks or alter existing ones for investors.
Key Players & Entities
- WRAP TECHNOLOGIES, INC. (company) — Registrant
- November 25, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- 1817 W 4th Street, Tempe, Arizona 85281 (address) — Principal executive offices
FAQ
What specific material definitive agreement was entered into by WRAP TECHNOLOGIES, INC. on November 25, 2024?
The filing does not specify the details of the material definitive agreement, only that one was entered into.
What are the key modifications to the rights of security holders mentioned in the 8-K?
The 8-K filing indicates material modifications to the rights of security holders, but the specific details are not provided in the summary information.
Were there any amendments to WRAP TECHNOLOGIES, INC.'s articles of incorporation or bylaws?
Yes, the filing indicates that there were amendments to the articles of incorporation or bylaws.
What is the principal executive office address for WRAP TECHNOLOGIES, INC.?
The principal executive office address is 1817 W 4th Street, Tempe, Arizona 85281.
What is the fiscal year end for WRAP TECHNOLOGIES, INC.?
The fiscal year end for WRAP TECHNOLOGIES, INC. is December 31.
Filing Stats: 891 words · 4 min read · ~3 pages · Grade level 12.7 · Accepted 2024-12-02 17:16:29
Key Financial Figures
- $0.0001 — h registered Common Stock, par value $0.0001 per share WRAP Nasdaq Capital Marke
- $1,000 — $0.0001 per share and a stated value of $1,000 per share (the "Series A Preferred Stoc
Filing Documents
- wrap20241202_8k.htm (8-K) — 28KB
- ex_753196.htm (EX-3.1) — 10KB
- ex_753197.htm (EX-10.1) — 28KB
- 0001437749-24-036487.txt ( ) — 207KB
- wrap-20241125.xsd (EX-101.SCH) — 3KB
- wrap-20241125_def.xml (EX-101.DEF) — 12KB
- wrap-20241125_lab.xml (EX-101.LAB) — 15KB
- wrap-20241125_pre.xml (EX-101.PRE) — 12KB
- wrap20241202_8k_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. As previously disclosed, on June 29, 2023, Wrap Technologies, Inc. (the "Company") entered into a Securities Purchase Agreement (as amended, the "Series A Purchase Agreement") with certain directors of the Company and certain accredited investors (collectively, the "Series A Investors"), pursuant to which it agreed to sell to the Series A Investors in a registered direct offering: (i) shares of the Company's Series A Convertible Preferred Stock, with par value $0.0001 per share and a stated value of $1,000 per share (the "Series A Preferred Stock"); and (ii) warrants to purchase shares of the Company's common stock ("Common Stock"), par value $0.0001 per share (the "Warrants"). The terms of the Series A Preferred Stock are as set forth in the Certificate of Designations filed with the Secretary of State of the State of Delaware (the "Secretary of State") on July 3, 2023 (as amended, the "Certificate of Designations"). On November 25, 2024, the Company entered into an Amendment and Agreement with the Series A Investors (the "Amendment Agreement"), pursuant to which, (i) the Series A Investors agreed to amend the Certificate of Designations, as described below, by filing a Certificate of Amendment to the Certificate of Designations with the Secretary of State (the "Certificate of Amendment"), and (ii) the Series A Investors and the Company agreed that all payment amounts that have accrued and are unpaid as of November 25, 2024, pursuant to the Certificate of Designations and that certain Amendment and Agreement, dated as of August 19, 2024, by and among the Company and each investor signatory thereto, will be satisfied by delivery of shares of Common Stock on or prior to November 25, 2024, with each Series A Investor entitled to receive the number of shares of Common Stock specified below such Series A Investor's name on its respective signature page thereto. The Certificate of Amendment will amend the Certific
03 Material Modification to Rights of Security Holders
Item 3.03 Material Modification to Rights of Security Holders. The matters described in Item 1.01 of this Current Report on Form 8-K related to the Series A Preferred Stock and the Certificate of Amendment are incorporated herein by reference. --12-31
03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year The matters described in Item 1.01 of this Current Report on Form 8-K related to the Series A Preferred Stock and the Certificate of Amendment are incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Certificate of Amendment of Certificate of Designations of Series A Convertible Preferred Stock. 10.1 Form of Amendment and Agreement, dated November 25, 2024, by and between Wrap Technologies, Inc. and the investors party thereto. 104 Cover Page Interactive Data File (formatted as Inline XBRL)
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. WRAP TECHNOLOGIES, INC. Date: December 2, 2024 By: /s/ Scot Cohen Scot Cohen Chief Executive Officer