Business Context and Reporting Period
This Form 6-K filing by Marti Technologies, Inc. covers the month of June 2026, with a report date of June 10, 2026. The filing discloses the execution of Amendment No. 2 to the Company's Note Subscription Agreement dated April 16, 2025, involving Callaway Capital Management, LLC and other subscribers.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, or operating margins. The only financial data disclosed relates to the Company's debt facility:
- Debt Instrument: 12.50% Convertible Senior Secured Notes due 2029.
- Principal Drawn: $13.0 million.
- Remaining Availability: $10.0 million.
- Liquidity: The filing does not provide a clear value for general corporate liquidity or cash on hand.
Material Changes
The primary material change is the amendment to the "Reset Conversion Rate" definition for the convertible notes:
- Multiplier Adjustment: The multiplier used in the Reset Conversion Rate calculation was reduced from 1.65 to 1.05.
- Impact: This reduction lowers the effective conversion price applicable upon a reset event.
- Scope: The amended rate applies to all notes outstanding ($13.0 million) and any future notes issued from the remaining $10.0 million availability.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on future operations, or specific risk factors beyond the terms of the debt amendment. The document notes that the description of Amendment No. 2 is qualified in its entirety by the full text of the agreement attached as Exhibit 10.1.
Investor Verification Checklist
- Verify the full text of Amendment No. 2 (Exhibit 10.1) to understand all terms beyond the multiplier change.
- Confirm the current market price of the Company's stock to assess the dilution impact of the lowered conversion price.
- Review the Company's most recent Form 20-F for comprehensive financial statements, as this 6-K does not contain them.
- Monitor future drawdowns of the remaining $10.0 million note availability.