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): August 18, 2023

PARTS ID, INC.

(Exact name of registrant as specified in its charter)

1 Corporate Drive

Suite C

Cranbury, New Jersey 08512
(Address of principal executive offices, including zip code)

609-642-4700
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

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 1.01. Entry Into a Material Definitive Agreement.

As previously disclosed, on July 14, 2023 (the “Initial Closing Date”), PARTS iD, Inc., a Delaware corporation (the “Company”) entered into a Securities Purchase Agreement (as amended, the “Lind Purchase Agreement”) with Lind Global Fund II LP (“Lind”) to provide for loans in an aggregate principal amount of up to $10 million under various tranches. As of the Initial Closing Date, Lind funded $3.75 million (less commitment fees) to the Company out of the $4.75 million “First Funding Amount” (as defined in the Lind Purchase Agreement).

As previously disclosed, on August 2, 2023, the Company and Lind entered into an amendment to the Lind Purchase Agreement (the “First Amendment”) to have the remaining $1.0 million (less commitment fees) of the First Funding Amount (as defined in the Lind Purchase Agreement) payable in two tranches: (i) $500,000 (less a $15,000 commitment fee) on August 2, 2023 and (ii) $500,000 (less a $15,000 commitment fee) within 5 business days of the Company (A) having a registration statement declared effective by the Securities and Exchange Commission (the “SEC”) for the registration of the shares of the Company’s Class A common stock (the “Common Stock”) issuable upon conversion of the notes and warrants issued to Lind pursuant to the Lind Purchase Agreement and (B) the receipt of Stockholder Approval (as defined in the Lind Purchase Agreement). The First Amendment also provided that the Company shall file a preliminary proxy statement with the SEC for the purpose of obtaining the Stockholder Approval (as defined in the Lind Purchase Agreement) on or before August 10, 2023 (the “Preliminary Proxy Statement”).

On August 18, 2023, the Company and Lind entered into a second amendment to the Lind Purchase Agreement (the “Second Amendment”) to have the second $500,000 tranche described above payable within 5 business days upon the later of (i) the Company having filed the Preliminary Proxy Statement and (ii) the effective date of the Second Amendment. The Second Amendment also provided that the Company shall file a definitive proxy statement with the SEC for the purpose of obtaining the Stockholder Approval (as defined in the Lind Purchase Agreement) on or before August 21, 2023. Other than as described in the Second Amendment, the terms and conditions of the Lind Purchase Agreement remain in full force and effect.

The foregoing description of the Second Amendment is not complete and is subject to, and qualified in its entirety by reference to, the full text of the Second Amendment, of which is included as Exhibits 10.1 to this Current Report on Form 8-K and is incorporated herein by this reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed as part of this report:

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.

Dated: August 18, 2023