Arcimoto Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement.
On April 2, 2024, Arcimoto, Inc., an Oregon corporation (the “Company” or “Arcimoto”), entered into Exchange Agreements (the “Exchange Agreements”) with certain holders of its warrants for the purchase of shares of common stock. Pursuant to the terms of the Exchange Agreements, the warrant holders exchanged such warrants for a number of shares of Company common stock or pre-funded warrants equal to (x) the Black Scholes value of the warrants multiplied by the number of warrants (y) divided by the closing price of the Common Stock on April 1, 2024. A total of 6,180,558 warrants were exchanged for a total of 2,958,588 shares of common stock and 2,921,749 pre-funded warrants. The transaction closed on April 2, 2024. The form of Exchange Agreement is attached hereto as Exhibit 10.1.
Item 302 Unregistered Sales of Equity Securities.
The information relating to the issuance of securities pursuant to the Exchange Agreements disclosed in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. The shares of common stock and pre-funded warrants were issued upon an exemption from registration under Section 3(a)(9) of the Securities Act of 1933, as amended.
Item 9.01. Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | Form of Exchange Agreement | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ARCIMOTO, INC. | ||
| Date: April 3, 2024 | By: | /s/ Christopher W. Dawson |
| Christopher W. Dawson | ||
| Chief Executive Officer | ||