false 0001537561 0001537561 2023-02-14 2023-02-14

 

 

 

 

Date of Report (Date of earliest event reported): February 14, 2023

 

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code: (617) 431-2313

 

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):

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

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. ☐

 

 

 

On February 14, 2023, Arch Therapeutics, Inc. (the “Company”) entered into an amendment (the “First Notes Amendment”) to its outstanding Senior Secured Convertible Promissory Notes issued on July 6, 2022 (the “First Notes”) with the holders of the First Notes. Also on February 14, 2023, the Company entered into an amendment (the “Second Notes Amendment” and, together with the First Notes Amendment, the “Amendments”) to its outstanding Unsecured Convertible Promissory Notes issued on January 18, 2023 (the “Second Notes”) with the holders of the Second Notes. The Amendments amended the First Notes and Second Notes to extend the date of the completion of an uplist to any of the Nasdaq Global Market, Nasdaq Capital Market, New York Stock Exchange or NYSE American (such transaction, an “Uplist Transaction”) from February 15, 2023 to March 15, 2023.

 

As a result of the entry into the First Notes Amendment, the Company’s outstanding Series 3B Convertible Promissory Notes (the “Series 3B Notes”) were automatically amended to extend the date of completion of an Uplist Transaction from February 15, 2023 to March 15, 2023 pursuant to the terms of the Series 3B Notes.

 

The preceding descriptions of the Amendments are qualified in their entirety by reference to the copies of the form of First Notes Amendment and the form of Second Notes Amendment filed herewith as Exhibit 10.1 and Exhibit 10.2 to this Current Report on Form 8-K, respectively, which are incorporated herein by reference.

 

 

(d) The following exhibits are being filed herewith:

 

 

 

 

 

 

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.