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2025-09-03
2025-09-03
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of report (date of earliest event reported):
September 3, 2025
iPower Inc.
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-40391 |
|
82-5144171 |
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
8798 9th Street
Rancho Cucamonga, CA 91730
(Address Of Principal Executive Offices) (Zip Code)
(626) 863-7344
(Registrant’s Telephone Number, Including
Area Code)
___________________________
(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:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
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 |
| Common Stock $0.001 per share |
|
IPW |
|
The Nasdaq Stock Market LLC |
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 ☒
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.
| Item 1.01. |
Entry Into a Material Definitive Agreement. |
On September 8, 2025, iPower Inc., a Nevada corporation
(the “Company”), entered into Amendment No. 1 (the “Amendment”) to the United Package NV, LLC (the “LLC”)
Limited Liability Operating Agreement (“Agreement”), originally dated June 3, 2025, between United Package NV, LLC, iPower
Inc., Yi Yang and Custom Cup Factory, Inc. The purpose of the Amendment is to clarify that the Company is contributing the initial production
material and equipment as well as use of space in the Company’s facility at Rancho Cucamonga (the “Facility”) to the
LLC during the term of the Agreement as consideration for the Company’s ownership of 2,280 Class A voting units in the LLC. The
LLC will be responsible for monthly rental payments for the use of the Facility in a to-be-determined amount during the term of the Agreement.
All other terms of the Agreement remain the same as previously reported in our Current Report on Form 8-K filed on June 6, 2025.
The foregoing description of the Amendment is
not intended to be complete and is qualified in its entirety by reference to the Amendment attached as Exhibit 10.1 hereto.
On September 3, 2025, the board of directors of
the Company adopted an amended and restated policy on insider trading (the “Amended and Restated Insider Trading Policy”).
The Amended and Restated Insider Trading Policy was updated in order to adjust the blackout period from three weeks before quarter end
to two weeks before quarter end and update the requirements for establishing a 10b5-1 plan.
The foregoing description of the Amended and Restated
Insider Trading Policy is not intended to be complete and is qualified in its entirety by reference to the Amended and Restated Insider
Trading Policy as Exhibit 19 hereto.
| Item 9.01. |
Financial Statement and Exhibits. |
(d) Exhibits.
| Exhibit No. |
|
Description |
| 10.1 |
|
Form of Amendment No. 1 to Limited Liability Company Operating Agreement |
| 19.1 |
|
Amended and Restated Insider Trading Policy |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto
duly authorized.
| |
IPOWER, INC. |
| Dated: September 9, 2025 |
|
|
| |
By: |
/s/ Chenlong Tan |
| |
Name: |
Chenlong Tan |
| |
Title: |
Chief Executive Officer |
