UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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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:
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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 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, between December, 2022 and May 2023 IronNet, Inc. (the “Company”) entered into Convertible Secured Promissory Notes (the “Notes”), in the aggregate principal amount of $20,770,000, with certain of its directors and officers and entities affiliated with C5 Capital Limited, a beneficial owner of more than 5% of the Company’s outstanding common stock (collectively, the “Noteholders”).
On June 30, 2023, the Company and the Noteholders executed amendments to the Notes (the “Amendments”) to extend the maturity dates thereof from June 30, 2023 to December 31, 2023. Except as set forth in the Amendments, all of the other terms of the Notes remain unchanged.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-balance Sheet Arrangement of a Registrant.
The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
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.
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IRONNET, INC.
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By: |
/s/ Cameron D. Pforr |
Date: July 7, 2023 |
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Cameron D. Pforr |