SEC Info - Sonendo, Inc. - ‘8-K/A’ for 3/18/24

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Sonendo, Inc. – ‘8-K/A’ for 3/18/24

On: Friday, 3/22/24, at 4:02pm ET · For: 3/18/24 · Accession #: 950170-24-35324 · File #: 1-40988

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/22/24  Sonendo, Inc.                     8-K/A:5     3/18/24    8:158K                                   Donnelley … Solutions/FA

Amendment to Current Report — Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K/A       Amendment to Current Report                         HTML     44K 
 3: R1          Document And Entity Information                     HTML     49K 
 5: XML         IDEA XML File -- Filing Summary                      XML     11K 
 8: XML         XBRL Instance -- sonx-20240318_htm                   XML     16K 
 4: EXCEL       IDEA Workbook of Financial Report Info              XLSX      9K 
 2: EX-101.SCH  XBRL Taxonomy Extension Schema With Embedded         XSD     77K 
                Linkbases Document -- sonx-20240318                              
 6: JSON        XBRL Instance as JSON Data -- MetaLinks               12±    18K 
 7: ZIP         XBRL Zipped Folder -- 0000950170-24-035324-xbrl      Zip     11K

‘8-K/A’ — Amendment to Current Report

This is an HTML Document rendered as filed. [ Alternative Formats ]

iX: C: C:

8-K/A

i true i 0001407973 i NONE00014079732024-03-182024-03-18

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM i 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): i March 18, 2024

i Sonendo, Inc.

(Exact name of Registrant as Specified in Its Charter)


i Delaware	i 001-40988	i 20-5041718
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

i 26061 Merit Circle, Suite 102
i Laguna Hills, i California		i 92653
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: i (949) i 766-3636

(Former Name or Former Address, if Changed Since Last Report)

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

i ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

i ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

i ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

i ☐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:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
i Common Stock, par value $0.001 per share	i SONX	OTC Markets

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 i ☒

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. i ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

i Sonendo, Inc. (the “Company”) filed a Current Report on Form 8-K with the Securities and Exchange Commission on March 8, 2024 (the “Original 8-K”), announcing that Chris Guo had been appointed the Company’s Interim Chief Financial Officer (“Interim CFO”) effective as of March 15, 2024.

The purpose of this Amendment No. 1 to the Original 8-K (this “Amendment No. 1”) is to amend the Original 8-K to report that, on March 18, 2024 (the “Effective Date”), Mr. Guo and the Company entered into a new offer letter pursuant to which Mr. Guo will receive (i) an annual base salary of $300,000 (the “Base Salary; (ii) continued eligibility in the Company’s bonus program, with a target incentive of 40% of the Base Salary (pro-rated as may be necessary to reflect his employment as Interim CFO); and (iii) a retention bonus of $60,000, $40,000 of which will be payable within 12 months of the Effective Date and $20,000 of which will be payable during such 12 month period upon achievement of certain milestones.

Except as expressly set forth herein, this Amendment No. 1 does not amend the Original 8-K in any way and does not modify or update any other disclosures contained in the Original 8-K. This Amendment No. 1 supplements the Original 8-K and should be read in conjunction with the Original 8-K.

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 thereunto duly authorized.


			SONENDO, INC.

Date:	March 22, 2024	By:	/s/ *Bjarne Bergheim*
			Bjarne Bergheim President and Chief Executive Officer

Dates Referenced Herein and Documents Incorporated by Reference

This ‘8-K/A’ Filing	Date	Other Filings

Filed on:	3/22/24
For Period end:	3/18/24	4
	3/15/24	4
	3/8/24	8-K
		List all Filings

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Filing Submission 0000950170-24-035324 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)