Business Context and Reporting Period
Company: Intrusion, Inc. (INTZ)
Filing Type: Form 8-K (Current Report)
Date of Report: November 18, 2024
Reporting Period: Specific event date of November 18, 2024
This filing reports a privately negotiated transaction involving the exchange of preferred stock for common stock. The company is incorporated in Delaware and trades on the NASDAQ Capital Market.
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, cash flow, margins, debt, or liquidity metrics. The only specific financial value disclosed relates to the transaction described below:
- Transaction Fair Value: $74,800
- Shares Issued: 110,340 shares of Common Stock
- Shares Exchanged: 68 shares of Series A Preferred Stock
Material Changes
The material change reported is the issuance of unregistered equity securities pursuant to Section 3(a)(9) of the Securities Act of 1933. On November 18, 2024, Intrusion, Inc. entered into an Exchange Agreement with Streeterville Capital, LLC. Under this agreement, the company exchanged 68 shares of Series A Preferred Stock for 110,340 shares of common stock.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, or outlook regarding future financial performance. No specific risks or contingencies are detailed beyond the standard disclosure of the unregistered sale of equity securities.
Investor Verification Checklist
- Verify the impact of the 110,340 new common shares on total outstanding share count and potential dilution.
- Confirm the terms of the Exchange Agreement (Exhibit 99.1) regarding the conversion of Series A Preferred Stock.
- Review the company's latest 10-Q or 10-K for current liquidity and debt positions, as this 8-K does not provide them.
- Check for any subsequent filings regarding the settlement or registration rights of the exchanged shares.