UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): March 25, 2017
Smith Micro Software, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 01-35525 | 33-0029027 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
51 Columbia
Aliso Viejo, California 92656
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (949) 362-5800
None
(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)) |
| Item 1.01. | Entry into a Material Definitive Agreement. |
On March 25, 2017, Smith Micro Software, Inc. (the “ Company ”) entered into an Amendment to its Secured Promissory Note (the “ Note ”) issued to William W. and Dieva L. Smith (“ Smith ”) on February 7, 2017 that extends the Maturity Date of the Note to June 26, 2017.
The foregoing description of the Amendment is qualified by reference to the complete text of the Amendment which is filed as an exhibit to this Current Report on Form 8-K.
| Item 9.01 | Financial Statement and Exhibits. |
(d) Exhibits.
|
Exhibit
|
Description |
|
| 10.1 | Amendment to Secured Promissory Note issued on February 7, 2017 | |
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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.
| SMITH MICRO SOFTWARE, INC. | ||||||
| Date: March 28, 2017 |
/s/ Steven M. Yasbek |
|||||
| Steven M. Yasbek | ||||||
| Vice President and Chief Financial Officer | ||||||
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Exhibit 10.1
AMENDMENT TO SECURED PROMISSORY NOTE
(William W. and Dieva L. Smith)
This AMENDMENT TO SECURED PROMISSORY NOTE (this “ Amendment ”) is made as of March 25, 2017, by and between Smith Micro Software, Inc., a Delaware corporation (the “ Company ”), and William W. Smith, Jr. and Dieva L. Smith, JT/WROS (“ Holder ”), and amends that certain Secured Promissory Note, dated February 7, 2017, issued by the Company to Holder in the principal amount of $1,000,000 (the “ Note ”). Capitalized terms that are not otherwise defined in this Amendment have the meanings given to such terms in the Note.
RECITALS
WHEREAS, the parties desire to extend the Maturity Date of the Note as set forth herein.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
Section 1. Amendment to Note . Effective as of the date hereof, the Maturity Date of the Note is hereby extended to June 26, 2017.
Section 2. Effect of Amendment . Except as expressly set forth in this Amendment, no other changes or modifications to the Note are intended or implied by this Amendment. To the extent of any conflict between the terms of this Amendment and the Note, the terms of this Amendment shall control.
Section 3. Miscellaneous . This Amendment may be executed in one or more counterparts, all of which taken together shall constitute one and the same instrument, and any of the parties to this Amendment may execute this Amendment by signing any such counterpart. Facsimile and electronically copied signatures on this Amendment shall be deemed the equivalent of original signatures. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.
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IN WITNESS WHEREOF, the parties hereto have executed or caused this Amendment to be duly executed by their respective authorized representatives as of the date first written above.
| COMPANY: | ||
| SMITH MICRO SOFTWARE, INC. | ||
| By: | /s/ Steven M. Yasbek | |
| Name: | Steven M. Yasbek | |
| Title: | Chief Financial Officer | |
| HOLDER: |
| William W. Smith, Jr. |
| /s/ William W. Smith, Jr. |
| Dieva L. Smith |
| /s/ Dieva L. Smith |
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