Socket Mobile (NASDAQ: SCKT) revises special meeting notice rules

(Moderate)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Socket Mobile, Inc. updated its corporate governance by amending its Amended and Restated Bylaws, effective August 3, 2026. The Board of Directors revised Section 3.9 on special meetings, clarifying who may call such meetings and allowing authorized persons to designate others to provide notice.

The amendment modernizes notice procedures for Board special meetings. Notice may be delivered personally, by courier, telephone, first-class U.S. mail, or electronic transmission. Personal, courier, telephone, electronic, or oral notice must be given at least 24 hours before the meeting, while mailed notice must be deposited at least four days in advance. To the fullest extent permitted by law, notice need not state the meeting place if held at the principal executive office or the meeting’s purpose. The amended Bylaws are included as Exhibit 3.1, reflecting provisions as of August 3, 2026.

8-K Event Classification

2 items: 5.03, 9.01

2 items

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance

The company amended its charter documents, bylaws, or changed its fiscal year.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Bylaw amendment effective date: August 3, 2026 Minimum notice period (non-mail): 24 hours Minimum notice period (mail): four days +1 more

4 metrics

Bylaw amendment effective date August 3, 2026 Date the Board-approved amendments to the Amended and Restated Bylaws became effective

Minimum notice period (non-mail) 24 hours Notice by personal delivery, courier, telephone, electronic transmission, or orally must be given at least 24 hours before a Board special meeting

Minimum notice period (mail) four days Notice by first-class United States mail must be deposited at least four days before a Board special meeting

Exhibit number 3.1 Amended and Restated Bylaws of Socket Mobile, Inc., as amended through August 3, 2026

Key Terms

Amended and Restated Bylaws, special meetings of the Board, electronic transmission, oral notice

4 terms

Amended and Restated Bylaws regulatory

"an amendment to the Company's Amended and Restated Bylaws (the “Bylaws”)"

A company’s amended and restated bylaws are its internal rulebook rewritten to include all changes in one updated document, replacing the old bylaws. For investors, this matters because the bylaws set how the board, shareholders and officers make decisions, hold votes and handle disputes; a new consolidated version can change voting rights, control mechanisms or procedures that affect corporate governance and the value or risk of an investment.

special meetings of the Board regulatory

"updates the notice provisions for special meetings of the Board"

electronic transmission technical

"notice may be delivered personally, by courier, by telephone, by first-class United States mail, or by electronic transmission"

oral notice regulatory

"clarifies that oral notice may be given in lieu of written notice if communicated at least 24 hours before"

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Available on EDGAR 08/07/2026 - 04:16 PM Accepted by SEC EDGAR 08/07/2026 - 04:15 PM

FAQ

What did Socket Mobile (SCKT) change in its corporate bylaws?

Socket Mobile’s Board amended Section 3.9 of its Amended and Restated Bylaws, effective August 3, 2026, to clarify who can call Board special meetings, who may give notice, and to update the permitted methods and timing of notice for such meetings.

What are the new notice deadlines for Socket Mobile (SCKT) Board special meetings?

For Socket Mobile Board special meetings, notice delivered personally, by courier, telephone, electronic transmission, or orally must be given at least 24 hours before the meeting. Notice sent by first-class U.S. mail must be deposited at least four days before the meeting.

Which notice methods are now allowed for Socket Mobile (SCKT) Board special meetings?

Notice for Socket Mobile Board special meetings may now be delivered personally, by courier, by telephone, by first-class United States mail, or by electronic transmission. The amendment also permits oral notice in lieu of written notice if communicated at least 24 hours before the meeting.

Must Socket Mobile (SCKT) specify the place or purpose in special meeting notices?

To the fullest extent permitted by law, Socket Mobile’s revised bylaws state that notices for Board special meetings need not specify the meeting’s place if held at the principal executive office, nor the purpose of the meeting, simplifying the content required in such notices.

Where can investors find the updated Socket Mobile (SCKT) bylaws?

The updated Amended and Restated Bylaws of Socket Mobile, as amended through August 3, 2026, are filed as Exhibit 3.1. This exhibit contains the full text of the revised provisions governing Board special meeting notices and related procedures.

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

August 3, 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On August 3, 2026, the Board of Directors (the “Board”) of Socket Mobile, Inc. (the “Company”) approved an amendment to the Company's Amended and Restated Bylaws (the “Bylaws”), effective immediately, revising Section 3.9 (Special Meetings; Notice) in its entirety.

The amendment updates the notice provisions for special meetings of the Board by clarifying the persons authorized to call special meetings, permitting authorized persons to designate another person to provide notice of such meetings, and updating the permissible methods and timing of notice. Specifically, notice may be delivered personally, by courier, by telephone, by first-class United States mail, or by electronic transmission. Notice delivered personally, by courier, by telephone, or by electronic transmission must be provided at least 24 hours before the meeting, while notice by first-class mail must be deposited at least four days before the meeting. The amendment also clarifies that oral notice may be given in lieu of written notice if communicated at least 24 hours before the meeting and that, to the fullest extent permitted by applicable law, the notice need not specify the place of the meeting if held at the Company's principal executive office or the purpose of the meeting.

The foregoing description of the amendments is qualified in its entirety by reference to the Amended and Restated Bylaws, as amended, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description

3.1		Amended and Restated Bylaws of Socket Mobile, Inc., as amended through August 3, 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.

	Date: August 7, 2026	/s/ Lynn Zhao
		Name: Lynn Zhao Vice President, Finance and Administration and Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents