Business Context and Reporting Period
Company: Intrusion Inc. (INTZ)
Filing Type: Form 8-K (Current Report)
Date of Report: March 11, 2025
Reporting Period: Event date March 5, 2025 (Privately-negotiated agreement)
Key Financial Metrics
This filing reports a specific transaction rather than periodic financial performance. No revenue, profit, cash flow, or margin data is provided in this document.
- Debt Reduction: $150,000 aggregate principal amount of Promissory Note #1 (dated March 10, 2022) was extinguished.
- Equity Issuance: 170,474 shares of common stock ($0.01 par value) issued to Streeterville Capital, LLC.
- Liquidity Impact: The transaction converted debt to equity, reducing future cash interest obligations without immediate cash outflow.
Material Changes
The primary material change is the reduction of outstanding debt and the corresponding increase in outstanding common shares resulting from the debt-for-equity swap. The filing does not provide comparative financial data against prior periods.
Guidance, Outlook, and Risks
Management Commentary: The filing contains no forward-looking guidance, outlook, or management discussion beyond the description of the transaction.
Regulatory Context: The issuance of shares was conducted pursuant to the exemption from registration requirements under Section 3(a)(9) of the Securities Act of 1933.
Risks and Contingencies: No specific risks or contingencies are disclosed in this filing text.
Investor Verification Checklist
- Verify the total remaining principal balance of Promissory Note #1 after the $150,000 reduction.
- Confirm the total number of outstanding shares post-issuance to assess dilution impact.
- Review the full text of the Exchange Agreement (Exhibit 99.1) for any covenants or conditions attached to the conversion.
- Check subsequent filings for any additional debt conversions or liquidity updates.