Damon Inc. Files 8-K: Equity Sales, Officer Changes, and Financials
Ticker: DMNIF · Form: 8-K · Filed: Dec 10, 2024 · CIK: 2000640
Sentiment: neutral
Topics: corporate-governance, equity-sale, officer-changes
TL;DR
Damon Inc. dropped an 8-K detailing equity sales, exec changes, and financials. Watch this space.
AI Summary
Damon Inc. filed an 8-K on December 10, 2024, reporting on several key events. These include unregistered sales of equity securities, the departure of directors or certain officers, the election of directors, the appointment of certain officers, and compensatory arrangements. The filing also covers financial statements and exhibits, with the earliest reported event date being December 4, 2024.
Why It Matters
This 8-K filing provides crucial updates on Damon Inc.'s corporate governance, equity transactions, and financial reporting, which are important for investors to assess the company's stability and future prospects.
Risk Assessment
Risk Level: medium — The filing covers multiple significant corporate events including equity sales and changes in officers/directors, which can introduce uncertainty.
Key Players & Entities
- Damon Inc. (company) — Registrant
- December 4, 2024 (date) — Earliest event reported
- December 10, 2024 (date) — Filing date
- Grafiti Holding Inc. (company) — Former company name
FAQ
What specific type of equity securities were sold unregistered by Damon Inc.?
The filing mentions 'Unregistered Sales of Equity Securities' as an item but does not specify the type of securities in the provided text.
Who are the departing directors or officers of Damon Inc.?
The filing lists 'Departure of Directors or Certain Officers' as an item, but the names of the individuals are not provided in the excerpt.
Who are the newly elected directors or appointed officers of Damon Inc.?
The filing indicates 'Election of Directors' and 'Appointment of Certain Officers' as reported items, but specific names are not detailed in the provided text.
What are the details of the compensatory arrangements for certain officers at Damon Inc.?
The filing notes 'Compensatory Arrangements of Certain Officers' as a reported item, but the specifics of these arrangements are not included in the excerpt.
What is the significance of the name change from Grafiti Holding Inc. to Damon Inc. on November 9, 2023?
The filing states that Damon Inc. was formerly known as Grafiti Holding Inc. with a date of name change as November 9, 2023, indicating a rebranding or restructuring event.
Filing Stats: 1,026 words · 4 min read · ~3 pages · Grade level 11.6 · Accepted 2024-12-10 17:15:27
Key Financial Figures
- $265,000 — ill receive an annualized salary of CAD $265,000 and the Company's standard senior execu
Filing Documents
- ea0224182-8k_damon.htm (8-K) — 33KB
- ea022418201ex10-1_damon.htm (EX-10.1) — 68KB
- ea022418201ex10-2_damon.htm (EX-10.2) — 49KB
- 0001213900-24-107511.txt ( ) — 346KB
- dmn-20241204.xsd (EX-101.SCH) — 3KB
- dmn-20241204_lab.xml (EX-101.LAB) — 33KB
- dmn-20241204_pre.xml (EX-101.PRE) — 22KB
- ea0224182-8k_damon_htm.xml (XML) — 4KB
02 Unregistered
Item 3.02 Unregistered Sales of Equity Securities. On December 4, 2024, following the resignation of Damon Jay Giraud, the former President, Chief Executive Officer, and Executive Chairman of Damon Inc. (the "Company"), from all positions as a director and officer of the Company and its subsidiaries, and in accordance with the terms of the Founder Agreement between Mr. Giraud and the Company, all 1,391,181 multiple voting shares of the Company held by Mr. Giraud and his controlled entity were converted into common shares on a one-for-one basis. The converted common shares are issuable pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, under Section 3(a)(9) thereof, on the basis that the offer and issuance constituted an exchange with an existing shareholder of the Company's securities, and no commission or remuneration was paid for soliciting the exchange. After giving effect to the conversion, the Company has 20,767,610 common shares outstanding, with no multiple voting shares remaining outstanding.
02 Departure
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Resignation of CEO and Chairman of Board On December 4, 2024, Mr. Giraud resigned from all positions as a director and officer of the Company and its subsidiaries, effective as of December 4, 2024. Appointment of Interim Chief Executive Officer and Chairman of Board On December 4, 2024, the Company's board of directors (the "Board") appointed Dominique Kwong as interim Chief Executive Officer and a director of the Company. Additionally, the Board appointed Shashi Tripathi, an existing independent director, as Chairperson of the Board. Mr. Kwong, age 49, served as the Chief Technology Officer and Chief Operating Officer of Damon Motors Inc. from June 2017 to January 2023. Between January 2023 and December 2024, Mr. Kwong served as a consultant in the role of as Head of Electronics for Alpinestars, a globally recognized motorcycle apparel manufacturer. In this capacity, he contributed to strategic initiatives, R&D, and operational improvements for their Tech-Air airbag systems and other electronic products. Mr. Kwong's in-depth knowledge and experience with the Company's business in electric motorcycle development and manufacturing and extensive executive leadership background led us to conclude that he should serve as a director. There are no arrangements or understandings between Mr. Kwong and any other person pursuant to which Mr. Kwong was selected as the interim Chief Executive Officer and a director of the Company, and there is no family relationship between Mr. Kwong and any of the Company's other directors or executive officers. There are also no related party transactions between Mr. Kwong and the Company that are required to be reported pursuant to Item 404(a) of Regulation S-K. In connection with Mr. Kwong's appointment as the interim Chief Executive Officer, he entered into an Interim Executi
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Interim Executive Employment Agreement, dated December 4, 2024, between Damon Motors Inc. and Dominique Kwong. 10.2 Form of Indemnification Agreement. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2 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. DAMON, INC. Date: December 10, 2024 By: /s/ Bal Bhullar Name: Bal Bhullar Title: Chief Financial Officer 3