STOCK TITAN

Socket Mobile (NASDAQ: SCKT) adds $0.5M subordinated convertible debt

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Socket Mobile, Inc. completed a secured subordinated convertible note financing of $500,000 to increase its working capital. The notes carry a 3-year term, mature on March 27, 2029, and pay 10% annual interest in cash, quarterly.

Investors holding the notes may demand repayment of principal plus interest any time after March 27, 2027, and can choose to convert principal into common stock at $0.90 per share. The notes are secured by company assets and subordinated to debt owed to Western Alliance Bank. Board chairman Charlie Bass participated, with the transaction approved by a special committee of disinterested directors. The securities were sold to accredited investors under private offering exemptions.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Financing amount $500,000 secured subordinated convertible notes Completed on March 27, 2026 to increase working capital
Interest rate 10% per year, cash Payable quarterly on the secured subordinated convertible notes
Maturity date March 27, 2029 Three-year term of the secured subordinated convertible notes
Early repayment right After March 27, 2027 Holders may require repayment of principal plus accrued interest
Conversion price $0.90 per share Price per share for conversion of note principal into common stock
Press release amount $0.5 million Financing size as stated in the related press release
secured subordinated convertible note financial
"completed a secured subordinated convertible note financing of $500,000"
A secured subordinated convertible note is a loan that a company borrows with specific assets pledged as collateral, ranks below higher-priority debts for repayment, and gives the lender the option to convert the loan into company shares. For investors this matters because the collateral can reduce loss risk, the subordination means repayment is less likely if the company struggles, and conversion creates potential equity upside but also possible share dilution.
working capital financial
"The proceeds of the Financing will be used to increase the Company’s working capital balances"
Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.
accredited investors financial
"are being issued to accredited investors in reliance upon exemptions from registration"
Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.
Section 4(2) of the Securities Act regulatory
"in reliance upon exemptions from registration under Section 4(2) of the Securities Act"
Rule 506 of Regulation D regulatory
"and Rule 506 of Regulation D promulgated thereunder"
Rule 506 of Regulation D is a U.S. Securities and Exchange Commission exemption that lets companies sell securities privately without registering them with the SEC, similar to a private party invitation rather than a public auction. It matters to investors because it determines how much information they’ll receive, who can buy (accredited vs. non-accredited), whether public advertising is allowed, and how easily the investment can be resold — all factors that affect risk, transparency and liquidity.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 


 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

 

March 27, 2026

 

Date of Report

(Date of earliest event reported)

 


SOCKET MOBILE, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-13810   94-3155066
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer
Identification No.)

40675 Encyclopedia Circle

Fremont, CA 94538

(Address of principal executive offices, including zip code)

 

(510) 933-3000

(Registrant’s telephone number, including area code)

 

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 (see General Instruction A.2. below):

[ ] 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 Par Value per Share SCKT NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 27, 2026, Socket Mobile, Inc. (the “Company”) completed a secured subordinated convertible note financing of $500,000 (the “Financing”). The proceeds of the Financing will be used to increase the Company’s working capital balances.

 

The secured subordinated convertible notes (the “Notes”) have a three-year term and will mature March 27, 2029. The interest rate on the Notes is 10% per year, payable quarterly in cash. The holder of each Note may require the Company to repay the principal amount of the Note plus accrued interest at any time after March 27, 2027. The Notes are secured by the assets of the Company and are subordinated to the Company’s debts with Western Alliance Bank, its senior lender. The principal amount of each Note is convertible at any time, at the option of the holder, into shares of the Company’s common stock (“Common Stock”) at a conversion price of $0.90 per share. Failure to pay the principal payment or any interest payment (with 5 days delinquency) when due are events of default under the Notes. The Company will use reasonable efforts to prepare and file and cause to be declared effective pursuant to the Securities Act of 1933, as amended, no later than June 30, 2026, a Registration Statement to provide for resales of the shares of Common Stock issuable upon conversion of the Notes.

 

Certain Relationships

 

Charlie Bass, Chairman of the Company’s Board of Directors (the “Board”) participated in the Financing. Because the Financing involved such parties related to the Company, a special committee of the Board comprising the Board’s disinterested directors approved the Financing.

 

The foregoing description of the Notes does not purport to be complete and is qualified in its entirety by reference to the full text of the Form of the Secured Subordinated Convertible Note, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference. The press release announcing the Financing is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

 

The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the issuance of the Notes and the resulting incurrence of debt is incorporated by reference into this Item 2.03.

 

Item 3.02.      Unregistered Sales of Equity Securities.

 

The information set forth in Item 1.01 of this Current Report on Form 8-K that relates to the Notes is incorporated by reference into this Item 3.02.

 

The Common Stock issuable upon conversion of the Notes is not currently registered under the Securities Act. The Notes, and the Common Stock issuable upon conversion thereof, are being issued to accredited investors in reliance upon exemptions from registration under Section 4(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder. These securities may not be offered or sold in the United States absent registration under, or an exemption from, the Securities Act and any applicable state securities laws.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.   Description
     
10.1   Form of Secured Subordinated Convertible Note
     
99.1   Socket Mobile, Inc. Press Release, dated March 30, 2026

 

 

 

 

 

 

 

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.

 

    SOCKET MOBILE, INC.
     
  By: /s/ Lynn Zhao  
   

Name: Lynn Zhao

Vice President, Finance and Administration

and Chief Financial Officer

 

Date: March 30, 2026

 

 

 

 

 

 

 

 

 

 Exhibit 99.1

 

 

 

Socket Mobile Announces $0.5 Million Secured Subordinated Convertible Note Financing

 

FREMONT, Calif., March 30, 2026 – Socket Mobile, Inc. (NASDAQ: SCKT), a leading provider of data capture and delivery solutions for enhanced productivity, today announced completion of a secured subordinated convertible note financing of $0.5 million. The proceeds will be used to increase the Company’s working capital balances.

 

The notes have a three-year term and will mature on March 27, 2029. The interest rate on the notes is 10%, payable quarterly in cash. The holder of each note may require the Company to repay the principal amount of the note plus accrued interest at any time after March 27, 2027. The notes are secured by the assets of the Company and are subordinated to the Company’s debts with Western Alliance Bank, its senior lender. The principal amount of each note is convertible at any time, at the option of the holder, into shares of the Company’s common stock at a conversion price of $0.90 per share, the closing price of the common stock on the Nasdaq Capital Market on March 27, 2026, and the most recent closing price as of the closing of the financing.

 

The related party participating in the financing is Charlie Bass, Chairman of the Company’s Board of Directors.

 

Additional details regarding the financing will be provided in Form 8-K to be filed by the Company with the SEC.

 

About Socket Mobile:
Socket Mobile is a leading provider of data capture and delivery solutions for enhanced productivity in workforce mobilization. Socket Mobile’s revenue is primarily driven by the deployment of third-party barcode-enabled mobile applications that integrate Socket Mobile’s cordless barcode scanners and contactless readers/writers. Mobile Applications servicing the specialty retailer, field service, digital ID, transportation, and manufacturing markets are the primary revenue drivers. Socket Mobile has a network of thousands of developers who use its software developer tools to add sophisticated data capture to their mobile applications. Socket Mobile is headquartered in Fremont, Calif., and can be reached at +1-510-933-3000 or www.socketmobile.com (AU, EMEA, UK). Follow Socket Mobile on LinkedIn, X, and keep up with our latest News and Updates (AU, EMEA, UK).

 

Socket Investor Contact:

Lynn Zhao
Chief Financial Officer
510-933-3016
lynn@socketmobile.com

 

Socket is a registered trademark of Socket Mobile. All other trademarks and trade names contained herein may be those of their respective owners.

 

© 2026, Socket Mobile, Inc. All rights reserved.

FAQ

What type of financing did Socket Mobile (SCKT) complete?

Socket Mobile completed a $500,000 secured subordinated convertible note financing. The notes have a three-year term, pay 10% annual cash interest, and are secured by company assets while remaining subordinated to existing debt with Western Alliance Bank.

How can Socket Mobile’s new notes convert into common stock?

The principal on each note is convertible into Socket Mobile common stock at $0.90 per share. Conversion is at the holder’s option at any time, using the closing price on the Nasdaq Capital Market on March 27, 2026 as the conversion price.

When do Socket Mobile’s new notes mature and when can repayment be demanded?

The notes mature on March 27, 2029. However, each holder may require Socket Mobile to repay the principal plus accrued interest at any time after March 27, 2027, creating potential earlier cash obligations for the company.

What interest rate does Socket Mobile pay on the new convertible notes?

The notes carry a 10% annual interest rate, payable quarterly in cash. This fixed-rate obligation increases Socket Mobile’s interest expense but also provides investors with regular income during the three-year term of the financing.

How were Socket Mobile’s new notes and underlying shares issued under securities laws?

The notes and conversion shares were issued to accredited investors under private offering exemptions. Socket Mobile relied on Section 4(2) of the Securities Act and Rule 506 of Regulation D, with the common stock not currently registered.

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Socket Mobile

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Computer Hardware
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United States
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