Sonim Technologies Inc SEC Filings

Sonim Technologies, Inc. is asking stockholders to vote at a Special Meeting on October 16, 2025 on four proposals: a reverse stock split, an increase in authorized common shares, an increase in shares under the equity incentive plan, and an adjournment proposal. The board proposes increasing authorized common stock from 100,000,000 to 1,000,000,000 shares and would raise shares reserved under the equity plan from 43,927 to 1,043,927 if approved. The company reports 17,781,919 shares outstanding and 80,381,720 shares available for issuance today (rising to 980,381,720 if the authorized increase is approved). The Nasdaq reported closing price is $0.7536 per share. Named executives include CEO Peter Hao Liu, CFO Clay Crolius, and CCO Charles Becher. Major holders disclosed include AJP/Orbic Group with 11.07%, Laurence Lytton 5.55%, CVI 5.62%, L1 5.62%, and 1 Main 5.07%. The board notes potential benefits of the reverse split but also identifies associated risks.

Sonim Technologies, Inc. is soliciting votes at a 2025 special meeting on four proposals: a reverse stock split, an increase in authorized common stock from 100,000,000 to 1,000,000,000, an increase in shares reserved under its equity incentive plan, and an adjournment proposal. The company reports 17,781,919 shares outstanding and a Nasdaq closing price of $0.57. If approved, reserved shares for awards would increase from 43,927 to 1,043,927 (illustrative figures shown). The proxy discloses outstanding warrants of 1,133,625 and certain majority and voting thresholds required to approve each proposal.

This Schedule 13G reports that the Reporting Persons collectively beneficially own 908,410 shares of Sonim Technologies, Inc. common stock, representing 5.1% of the class based on 17,738,905 shares outstanding plus 150,000 shares underlying warrants.

The holdings are held across private funds managed by 1 Main Capital: Fund 1 directly holds 622,380 shares plus warrants for 150,000 shares and Fund 2 holds 136,030 shares, with the Adviser (1 Main Capital Management, LLC), the General Partner and Principal Yaron Naymark identified as reporting persons. The filing states the stake was not acquired to influence control and is signed by Yaron Naymark.

Sonim Technologies entered a receivables factoring agreement under which eligible receivables will be purchased at a 15% discount, providing up to €3,000,000 of financing. The facility carries an interest rate equal to the greater of 4.00% or EURIBOR+3.50%, a late fee of 0.18% for invoices outstanding more than 95 days, a risk surcharge of 0.06% of a preapproved limit, and a non-utilization fee of €70,000 if annual sales to Tradewind are below €15,000. The term is 12 months with automatic annual extension and either party may terminate with three months' notice.

The company also amended prior subscription agreements to lower the Subscription Warrant exercise price to $0.75. Because stockholders did not approve an increase in shares under the 2019 Equity Incentive Plan, the compensation committee approved a Substitute Cash Grant to non-employee directors that is designed to replicate RSUs valued at $60,000; those phantom RSUs vest on a change in control or at the 2026 annual meeting and the cash award is payable at the vesting event.

Sonim Technologies, Inc. reported consolidated total assets of $36,078 and cash and cash equivalents of $2,006 at June 30, 2025. Total net revenues were $11,190 for the three months and $27,911 for the six months ended June 30, 2025, with gross profit of $845 for the quarter. The company recorded a net loss of $7,475 for the quarter and $7,017 for the six months, and used $14,488 of cash in operating activities during the six months. Stockholders' equity remained in a deficit of $1,334 and accumulated deficit totaled $290,625.

The company entered a material Asset Purchase Agreement dated July 17, 2025 to sell substantially all assets of its enterprise 5G solutions business for $15,000 in cash plus up to $5,000 of earn-out tied to Net Revenue above $70,000 for the 12-month period beginning July 1, 2025. Sonim also completed a July 2, 2025 public offering that raised net proceeds of approximately $4,800 and sold a promissory note for approximately $2,320, and obtained access to additional receivables financing (up to 0,000). Management states it believes these proceeds, together with cash at June 30, 2025, are sufficient to meet obligations for the next twelve months following the filing date.