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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): March 29, 2026
Our
Bond, Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-43087 |
|
83-1751618 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 85
Broad Street, New York, New York |
|
10004 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
(888)
567-6234
(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, par value $0.0001 per share |
|
OBAI |
|
The
Nasdaq Stock Market |
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
March 29, 2026, Our Bond, Inc., a Nevada corporation (“we,” “us,” “our” or the “Company”)
entered into Amendment No. 2 (the “Amendment”) to the Securities Purchase Agreement with Ascent Partners Fund LLC (“Ascent”)
dated October 27, 2025, as amended (the “Equity Line SPA”). Under the terms of the Equity Line SPA, we will have the right,
but not the obligation, to require Ascent to purchase shares of our common stock in one or more tranches subject to certain limits and
conditions set forth therein. The Equity Line SPA provides for both “Regular Closings” and “Expanded Closings.”
The
Amendment makes certain technical and operational changes to the terms of the Equity Line SPA, including the following:
| ● | For
“Regular Closings” under the Equity Line SPA, the maximum total purchase price
was amended so that it shall not exceed the lower of: (a) $1,000,000 and (b) 100% of the
average daily traded value of our common stock over the ten (10) trading days immediately
preceding the closing date. |
| ● | The
Company is permitted to deliver an advance notice for a Regular Closing or an Expanded Closing
at any time during a trading day and may deliver multiple advance notices in the same trading
day, provided that the required conditions set forth in the agreement are met or waived. |
| ● | For
an Expanded Closings, which feature a maximum purchase price of up to $5,000,000, the Amendment
provides that the Company can only deliver an advance notice on a trading day: (i) on which
the bid price for its common stock is at least fifteen percent (15%) greater than the closing
price on the immediately preceding trading day, and (ii) the trading volume for the Company’s
common stock exceeds three (3) times the average daily trading volume of the common stock
for the ten (10) immediately preceding trading days. Notwithstanding the foregoing, if the
average daily traded value of the company’s common stock for the preceding ten (10)
trading days exceeds $4,000,000, then the Company may deliver an advance notice for an Expanded
Closing regardless of these two conditions. |
| ● | The
definitions of volume-weighted average price (“VWAP”), daily traded value, and
volume have been amended to include trading activity from extended hours trading, as well
as regular market hours. |
| ● | The
defined “Effective Date” of the Equity Line SPA was clarified as the effective
date of the registration statement for Ascent’s re-sale of the common stock to be purchased
under the agreement. |
The
foregoing is a summary of the material terms of the Amendment. The Amendment, which is filed herewith as Exhibit 10.1, contains additional
terms, covenants, and conditions and should be reviewed in its entirety for additional information.
Item
9.01 Financial Statements and Exhibits
| Exhibit
No. |
|
Description |
| 10.1 |
|
Amendment No. 2 to Securities Purchase Agreement |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
| Date:
March 30, 2026 |
Our
Bond, Inc. |
| |
|
|
| |
By: |
/s/
Doron Kempel |
| |
Name:
|
Doron
Kempel |
| |
Title: |
Chief
Executive Officer |