XTI Aerospace Announces Asset Deal, Director Changes

TL;DR

XTI Aero snagged some assets and swapped out board members on June 12th.

AI Summary

On June 12, 2024, XTI Aerospace, Inc. entered into a material definitive agreement related to the acquisition of certain assets. The company also announced the departure of Director Michael McCollam and the election of new directors, including David Wilson and David Wilson, to its board. Additionally, the company reported on unregistered sales of equity securities.

Why It Matters

This filing indicates significant corporate activity, including a new asset acquisition agreement and changes in board composition, which could impact the company's strategic direction and governance.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and regulatory risks.

Key Players & Entities

• XTI Aerospace, Inc. (company) — Registrant
• Michael McCollam (person) — Departing Director
• David Wilson (person) — Newly Elected Director
• June 12, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $48,800,000 — amount was increased from approximately $48,800,000 to approximately $83,800,000. According
• $83,800,000 — roximately $48,800,000 to approximately $83,800,000. Accordingly, pursuant to the Equity Di
• $0.001 — f the Company's common stock, par value $0.001 per share ("Common Stock"), having an a
• $36,400,000 — gregate offering price of approximately $36,400,000, leaving an aggregate offering price of
• $47,400,000 — e offering price of up to approximately $47,400,000 in Common Stock remaining under the Equ
• $6 million — he Company may sell up to an additional $6 million in shares of Common Stock under the Equ
• $5 million — Holders for each tranche of additional $5 million in sales of Common Stock under the Equi
• $315,000 — Stock with an aggregate stated value of $315,000 (the "Preferred Shares") for 601,259 sh
• $0.5239 — es") at an effective price per share of $0.5239. The Company issued the Preferred Excha
• $0.473 — n. Each Option has an exercise price of $0.473 per share. The Options will vest 1/3 rd
• $200,000 — aid Chardan Capital Markets ("Chardan") $200,000 pursuant to Chardan's engagement letter

Filing Documents

• ea0207842-8k_xtiaero.htm (8-K) — 60KB
• ea020784201ex10-1_xtiaero.htm (EX-10.1) — 16KB
• ea020784201ex10-2_xtiaero.htm (EX-10.2) — 56KB
• 0001213900-24-053010.txt ( ) — 325KB
• xtia-20240612.xsd (EX-101.SCH) — 3KB
• xtia-20240612_lab.xml (EX-101.LAB) — 33KB
• xtia-20240612_pre.xml (EX-101.PRE) — 22KB
• ea0207842-8k_xtiaero_htm.xml (XML) — 4KB

01 Other Events

Item 8.01 Other Events. On April 16, 2024, the Company filed its annual report on Form 10-K for the year ended December 31, 2023 (the "2023 10-K"). Subsequent to the filing of the 2023 10-K, the Company became aware that the 2023 10-K inadvertently disclosed that the Company had paid Chardan Capital Markets ("Chardan") $200,000 pursuant to Chardan's engagement letter with XTI Aircraft Company, dated as of June 7, 2022, as amended. As of the date hereof, such payment has not yet been made. This correction does not change any previously reported financial results of operations or any other disclosure contained in the 2023 10-K. Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 10.1 Amendment No. 6 to Equity Distribution Agreement, dated as of June 14, 2024, by and between XTI Aerospace, Inc. and Maxim Group LLC. 10.2 Form of Exchange Agreement. 10.3 Form of Restricted Stock Award Agreement (incorporated by reference to Schedule 1 to Exhibit A to the Consulting Agreement, dated March 12, 2024, by and between the Company and Nadir Ali, which was filed as Exhibit 10.5 to the Company's Current Report on Form 8-K filed with the SEC on March 15, 2024). 10.4 2018 Employee Stock Incentive Plan Form of Incentive Stock Option Agreement (incorporated by reference to Exhibit 10.8 to the Company's Annual Report on Form 10-K filed with the on March 31, 2021). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3 SIGNATURE 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. XTI AEROSPACE, INC. Date: June 14, 2024 By: /s/ Scott Pomeroy Name: Scott Pomeroy Title: Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR