UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 14, 2024
(Exact name of registrant as specified in its charter)
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events
On November 14, 2024, Sonder Holdings Inc., a Delaware corporation (the “Company”), completed the issuance and sale of approximately 15.7 million shares (the “Second Tranche”) of its Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), for cash consideration of approximately $15.7 million, in a private placement pursuant to those certain securities purchase agreements with certain qualified institutional buyers or accredited investors that was previously announced in our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 19, 2024 (the “Form 8-K”). Including the Second Tranche, the Company has issued an aggregate of approximately 43.3 million shares of Series A Preferred Stock for aggregate cash consideration of approximately $43.3 million in the private placement.
The rights, preferences and other terms of the Series A Preferred Stock and the full text of the Certificate of Designation governing the Series A Preferred Stock are described in and filed as an exhibit to the Form 8-K and incorporated herein by reference.
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 thereunto duly authorized.
| Sonder Holdings Inc. | ||||||||
| Date: November 19, 2024 | By: | /s/ Dominique Bourgault | ||||||
| Name: | Dominique Bourgault | |||||||
| Title: | Chief Financial Officer | |||||||