Current Report — Form 8-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 19K
2: EX-10.1 Amendment No. 1 to Secured Promissory Note and HTML 164K
Security Agreement
3: EX-99.1 Press Release HTML 18K
(Former
Name or Former Address, if Changed Since Last Report)
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of exchange on which registered
N/A
CHUC
N/A
Item 1.01 Entry into a Material Definitive
Agreement.
On
August 27, 2020, the Board of Directors (the “Board”) of Charlie's Holdings,
Inc. (the "Company"),
entered into that certain Amendment No. 1 to Secured Promissory
Note and Security Agreement (the “Amended Note”), by and between
the Company and Red Beard Holdings, LLC (“Red Beard”). The terms of the
Amended Note held by Red Beard have been amended as follows (i) the
principal under the Amended Note was increased from $750,000 to
$1,400,000 and (ii) the guaranteed minimum interest due upon
maturity of the Amended Note was increased from $75,000 to
$100,000. All other terms of the respective Amended Note remain in
full force and effect.
The
foregoing description of the Amended Note does not purport to be
complete, and is qualified in its entirety by reference to the full
text of the Amended Note, attached to this Current Report on Form
8-K as Exhibit 10.1, and incorporated by reference
herein.
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Effective August31, 2020, Mitch Brantley resigned from his position as Chief
Marketing Officer of the Company. Mr. Brantley, who has served as
Chief Marketing Officer since 2019, has resigned to pursue other
interests.
The information in this report shall not be treated as
“filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, nor shall it be deemed
incorporated by reference into any registration statement or other
document pursuant to the Securities Act of 1933 or the Securities
Exchange Act of 1934, except as expressly stated by specific
reference in such filing.
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.
Amendment
No. 1 to Secured Promissory Note and Security Agreement by and
between Charlie’s Holdings, Inc., Charlie’s Chalk Dust,
LLC, Don Polly, LLC, and Red Beard Holdings, LLC, Dated August 27,2020