Item 1.01 Entry into a Material Definitive Agreement.
On
The description of the Waiver Agreement is a summary only, is not intended to be complete, and is qualified in its entirety by reference to the full text of the Waiver Agreement, a copy of which is filed herewith as Exhibit 10.1 and which is incorporated herein by reference.
Item 3.02 Unregistered Sales of
The information set forth in Item 1.01 of this Current Report on Form 8-K, to the extent required by this Item 3.02, is incorporated herein by reference. The shares of common stock to be issued in satisfaction of the Redemption Amount are being sold and issued without registration under the Securities Act of 1933, as amended (the "Securities Act"), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as transactions not involving a public offering and/or Rule 506 promulgated under the Securities Act as sales to an accredited investor, and in reliance on similar exemptions under applicable state laws.
Following the issuance of the shares of common stock pursuant to the Waiver Agreement, the Company will have 450,660 shares of common stock outstanding.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 10.1 Waiver Agreement, dated as ofJanuary 22, 2021 , by and betweenSysorex, Inc. andChicago Venture Partners, L.P. 1
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