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
Date of report (Date of earliest event reported): September 30, 2020
Commission File Number: 001-32420
Charlie's Holdings, Inc.
(Exact name of registrant as specified in its charter.)
Nevada | | 84-1575085 |
| (State or other jurisdiction of incorporation or organization) | | (IRS Employer Identification No.) |
1007 Brioso Drive, Costa Mesa, California 92627
(Address of principal executive offices)
949-203-3500
(Registrant's Telephone number)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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:
[ ] 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))
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. [ ]
Securities registered pursuant to Section 12(b) of the Act: None
Title of each class | Trading Symbol(s) | Name of exchange on which registered |
| | | |
Item 1.01 Entry into a Material Definitive Agreement.
On September 30, 2020, Charlie's Holdings, Inc. (the "Company") entered into Amendment No. 2 (the “Amendment”) to the Secured Promissory Note and Security Agreement, first executed on April 8, 2020 and amended on August 27, 2020 (the “Note”), by and between the Company and Red Beard Holdings, LLC (“Red Beard”). As a result of the Amendment, the Note now has a maturity date of November 1, 2020. All other terms of the Note remain in full force and effect.
The foregoing description of the Amendment does not purport to be complete, and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1, and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
See Exhibit Index.
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.
| | Charlie's Holdings, Inc. |
| | | |
| Date: October 2, 2020 | By: | /s/ David Allen |
| | | David Allen |
| | | Chief Financial Officer |
Exhibit Index
| Exhibit No. | | Description |
| | Amendment No. 2 to Secured Promissory Note and Security Agreement by and between Charlie’s Holdings, Inc., Charlie’s Chalk Dust, LLC, Don Polly, LLC, and Red Beard Holdings, LLC, Dated September 30, 2020 |
