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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 11, 2025
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OWLET, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-39516 | | 85-1615012 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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2940 West Maple Loop Drive, Suite 203 Lehi, Utah | 84048 |
(Address of principal executive offices) | (Zip Code) |
(844) 334-5330
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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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:
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | 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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Class A Common Stock, $0.0001 par value per share | | OWLT | | New York Stock Exchange |
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 x
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.o
Item 8.01. Other Events.
On September 11, 2025, the United States District Court for the Central District of California (the “Court”) preliminarily approved a settlement between Owlet, Inc. (the “Company”) and certain of its current and former directors and a stockholder of the Company to resolve the action captioned Vargas v. Workman, et al., No. 2:24-cv-07258-FLA (C.D. Cal.) brought derivatively on behalf of the Company challenging certain statements regarding the Smart Sock (the “Derivative Action”). Pursuant to the terms of the settlement agreement, the Company has agreed to implement and maintain certain changes to certain corporate governance practices. The settlement also provides for a release of claims related to the allegations in the Derivative Action with no admission of any wrongdoing. As part of the settlement, the Company is responsible for the payment of attorney’s fees in an amount that has not yet been determined. The Court must approve the settlement of the Derivative Action. The parties have agreed that, as part of the settlement, if the settlement is approved, all of the claims asserted in the Derivative Action will be dismissed with prejudice.
As required by the Court, a copy of the Notice of Pendency of Settlement of Action and the Stipulation of Settlement are filed hereto as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. | | Description |
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99.1 | | Notice of Pendency of Settlement of Action |
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99.2 | | Stipulation of Settlement |
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104 | | Cover Page Interactive Data file (the cover page XBRL tags are 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.
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| Owlet, Inc. |
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Date: September 24, 2025 | By: | /s/ Amanda Crawford |
| Name: | Amanda Crawford |
| Title: | Chief Financial Officer |