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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): May 31, 2024

 

SCWorx Corp.

(Exact name of registrant as specified in its charter)

 

Delaware   001-37899   47-5412331
(State or Other Jurisdiction
of Incorporation)		   (Commission File Number)  

(IRS Employer

Identification No.)

 

590 Madison Avenue, 21st Floor

New York, New York 10022

(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (844) 472-9679

 

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

 

☐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: None.

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
N/A   N/A   N/A

 

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

 

Amendment and Restatement of Outstanding Promissory Note

 

As previously reported, on April 12, 2024, SCWorx Corp. (the “Registrant”) issued a secured promissory note in the face amount of $330,000, in exchange for which it received cash in the amount of $300,000 (“Note”). In addition to the original issue discount of $30,000, the note bears interest at the rate of 5% per annum, is secured by all the Registrant’s assets and was due and payable May 10, 2024. On May 10, 2024, the Registrant and the holder of the Note amended and restated the Note to extend the maturity date until May 17, 2024. On May 17, 2024, the Registrant and the holder of the Note amended and restated the Note to further extend the maturity date until May 24, 2024. On May 24, 2024, the Registrant and the holder of the Note amended and restated the Note to further extend the maturity date until May 31, 2024. On May 31, 2024, the Registrant and the holder of the Note amended and restated the Note to further extend the maturity date until June 7, 2024. On June 7, the Registrant and the holder of the Note amended and restated the Note to further extend the maturity date until June 14, 2024

 

ITEM 8.01 OTHER

 

Payment of Arbitration Award

 

As previously disclosed, the Registrant is indebted to a vendor pursuant to an arbitration award in the amount of approximately $462,000. The vendor has since obtained a judgment in the amount of approximately $502,000 (including interest). The Registrant intends to satisfy the amount of the judgment to the vendor out of capital raised or with shares of the Registrant’s common stock. The vendor has agreed not to enforce its judgment until June 13, 2024.

 

1

 

 

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.

 

  SCWorx Corp.

 

  By: /s/ Timothy Hannibal
    Timothy Hannibal
    CEO
     
Dated: June 7, 2024    

 

 

2

 

 

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May 31, 2024
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Entity File Number 001-37899
Entity Registrant Name SCWorx Corp.
Entity Central Index Key 0001674227
Entity Tax Identification Number 47-5412331
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 590 Madison Avenue
Entity Address, Address Line Two 21st Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
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Pre-commencement Issuer Tender Offer false
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Elected Not To Use the Extended Transition Period false
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