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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 1, 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 1, 2026, Our Bond, Inc., a Nevada corporation (“we,” “us,” “our” or the “Company”)
entered into Amendment No. 1 (the “Amendment”) to the terms of one of our outstanding Warrants to Purchase Shares of Common
Stock issued October 27, 2025 (the “Warrant”). As originally issued, the Warrant provided for the purchase of up to 16,000,000
shares of our common stock at an exercise price of $12.35 per share, with an expiration date of July 27, 2026. Currently, 15,991,902
shares of common stock remain purchasable under the Warrant.
Under
the Amendment, the exercise price of the Warrants for a total of 12,000,000 shares of common stock has been reduced as follows:
| ● |
The
exercise price for 4,500,000 shares of common stock purchasable under the Warrant has been reduced to $2.25 per share for a period
of ninety (90) days; |
| |
|
| ● |
The
exercise price for 3,750,000 shares of common stock purchasable under the Warrant has been reduced to $2.75 per share for a period
of ninety (90) days; and |
| |
|
| ● |
The
exercise price for 3,750,000 shares of common stock purchasable under the Warrant has been reduced to $3.25 per share for a period
of ninety (90) days. |
Following
the expiration of the reduced exercise price periods described above, the exercise price for the Warrants will revert to the original
price of $12.35 per share as set forth in the original Warrants.
All
other terms and conditions of the Warrants remain unchanged and in full force and effect. The foregoing description of the Amendment
does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed
as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Also
on March 1, 2026, we issued a Promissory Note to Ascent Partners Fund, LLC in the principal amount of $2,500,000 (the “Note”).
The Note bears interest at a rate of ten percent (10%) per annum and matures on September 1, 2026. We are required to apply twenty-five
percent (25%) of the net proceeds of all future offerings or issuances of our securities toward payment of the Note until such time as
it is paid in full. In the event of default, the Note will bear interest at a rate of twenty-four percent (24%) per annum and any late
payments will incur a late fee in the amount of ten percent (10%) of the amount of the late payment. Events of default under the Note
include any failure to pay the principal amount when due, any failure to pay interest, fees, or other obligations within five (5) business
days of when due, a failure to perform any other covenant under the Note, a default under any indebtedness in excess of $150,000, and
a change in control of the Company.
The
foregoing is a summary of the material terms of the Note. The Note, 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 |
| 4.1 |
|
Amendment No. 1 to Warrant to Purchase Common Stock |
| 10.1 |
|
Promissory Note due September 1, 2026 |
| 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 2, 2026 |
Our
Bond, Inc. |
| |
|
|
| |
By: |
/s/
Doron Kempel |
| |
Name: |
Doron
Kempel |
| |
Title: |
Chief
Executive Officer |
