Current Report Filing (8-k)
October 06 2022 - 9:35AM
Edgar (US Regulatory)
0001691077
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0001691077
2022-09-30
2022-09-30
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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): September 30, 2022
EVmo,
Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-39132 |
|
81-3028414 |
(State
or other jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification Number) |
2301
North Sepulveda Boulevard
Manhattan Beach, California |
|
90266 |
| (Address
of registrant’s principal executive offices) |
|
(Zip
code) |
(310)
926-2643
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
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 (see General Instruction A.2. below):
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
symbol(s) |
|
Name
of each exchange on which registered |
| None. |
|
None. |
|
None. |
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
September 30, 2022 (the “Issuance Date”), Terren S. Peizer, executive chairman of the board of directors of EVmo, Inc., a
Delaware corporation (the “Company”), agreed to provide financing to the Company in the amount of $600,000 (the “Principal
Amount”). The Principal Amount will be allocated as collateral for the Company’s newly-formed, wholly-owned subsidiary, Premier
Mobility Insurance Inc., an Oklahoma corporation, a captive insurer that will provide insurance directly to the Company.
As
consideration for Mr. Peizer’s action, on the Issuance Date the Company issued to Mr. Peizer a subordinated promissory note (the
“Note”) due September 30, 2023 (the “Maturity Date”) in the Principal Amount. The Note shall not bear interest.
On
the Maturity Date, the Company shall pay the Principal Amount to Mr. Peizer and shall also issue to him a common stock purchase warrant,
which will enable Mr. Peizer to purchase up to 3,640,000 shares of the common stock of the Company, par value $0.000001 per share, at an exercise price of $0.33 (the “Warrant”). The Warrant shall be exercisable at any time
between the Maturity Date through September 30, 2028.
The
Note was issued, and the Warrant shall be issued, in reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities
Act of 1933, as amended.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
| Date:
October 6, 2022 |
EVmo,
Inc. |
| |
|
|
| |
By: |
/s/
Stephen M. Sanchez |
| |
Name:
|
Stephen
M. Sanchez |
| |
Title: |
Chief
Executive Officer |
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