Основная статистика
| LEI | 5493002DPKW4RCP0PN02 |
| CIK | 1529113 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Inpixon
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| September 5, 2025 |
Exhibit 10.4 September 1, 2025 To: Michael A. Tapp (“you” or “your”) From: Scott Pomeroy, CEO XTI Aerospace, Inc. (the “Company”) Re: Side Letter Michael, This side letter shall constitute a Writing under the terms of your Officer Employment Agreement (your “OEA”) with the Company. Capitalized terms as used herein shall have the same meaning as ascribed to them in the OEA. The Company’s failure to |
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| September 5, 2025 |
XTI Aerospace, Inc. Officer EmpLOYMENT AGREEMENT Exhibit 10.1 XTI Aerospace, Inc. Officer EmpLOYMENT AGREEMENT This Officer Employment Agreement (this “Agreement”) is made and entered into as of September 1, 2025 (the “Effective Date”), by and between the following (the “Parties” or each a “Party”): (i) XTI Aerospace, Inc., a Nevada corporation (the “Company”), and (ii) Michael A. Tapp (“Executive”). RECITALS WHEREAS, the Company desires to empl |
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| September 5, 2025 |
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): September 4, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 21, 2025 |
Exhibit 10.2 [FORM] AMENDED AND RESTATED XTI AEROSPACE, INC. 2018 EMPLOYEE STOCK INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT THIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) dated as of , is between XTI Aerospace, Inc. (f/k/a Inpixon), a Nevada corporation (the Company”) and (the “Optionee”), an Eligible Person who is an employee of the Company or any Subsidiary of the Company, pursuan |
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| August 21, 2025 |
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): August 18, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| August 21, 2025 |
Exhibit 10.5 [FORM] AMENDED AND RESTATED XTI AEROSPACE, INC. 2018 EMPLOYEE STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD GRANT NOTICE XTI Aerospace, Inc. (f/k/a Inpixon), a Nevada corporation, (the “Company”), pursuant to the Amended and Restated XTI Aerospace, Inc. 2018 Employee Stock Incentive Plan, as amended from time to time (the “Plan”), hereby grants to the individual listed below (the “ |
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| August 21, 2025 |
AMENDED AND RESTATED XTI AEROSPACE, INC. 2018 EMPLOYEE STOCK INCENTIVE PLAN Exhibit 10.1 AMENDED AND RESTATED XTI AEROSPACE, INC. 2018 EMPLOYEE STOCK INCENTIVE PLAN (Originally approved and adopted by the Board of Directors on January 4, 2018 and by the stockholders on February 2, 2018, and amended and restated effective August 18, 2025 (the “Restatement Date”) to incorporate all amendments made to the 2018 Employee Stock Incentive Plan on and prior to the Restatement Dat |
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| August 21, 2025 |
Exhibit 10.3 [FORM] AMENDED AND RESTATED XTI AEROSPACE, INC. 2018 EMPLOYEE STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) dated as of , is between XTI Aerospace, Inc. (f/k/a Inpixon), a Nevada corporation (the Company”) and (the “Optionee”), an Eligible Person, pursuant to the Amended and Restated XTI Aerospace, Inc. 2018 Empl |
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| August 21, 2025 |
Exhibit 10.4 [FORM] AMENDED AND RESTATED XTI AEROSPACE, INC. 2018 EMPLOYEE STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD GRANT NOTICE XTI Aerospace, Inc. (f/k/a Inpixon), a Nevada corporation (the “Company”), pursuant to the Amended and Restated XTI Aerospace, Inc. 2018 Employee Stock Incentive Plan, as amended from time to time (the “Plan”), hereby grants to the individual listed below (the “Partic |
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| August 19, 2025 |
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): August 13, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36404 XTI AEROSP |
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| August 14, 2025 |
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): August 14, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| August 14, 2025 |
Amended and Restated Bylaws of XTI Aerospace, Inc. Exhibit 3.21 AMENDED AND RESTATED BYLAWS OF XTI AEROSPACE, INC., a Nevada corporation Effective as of August 13, 2025 ARTICLE I OFFICES Section 1.1 Registered Agent and Office. The registered agent of XTI Aerospace, Inc. (the “Corporation”) shall be as set forth in the Corporation’s Restated Articles of Incorporation (as amended, the “Articles of Incorporation”), and the registered office of the C |
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| August 14, 2025 |
Exhibit 99.1 XTI Aerospace Reports Second Quarter 2025 Results and Provides Business Update Strong TriFan 600 development progress, expanded strategic partnerships and strengthened balance sheet ENGLEWOOD, Colo., Aug. 14, 2025 /PRNewswire/ - XTI Aerospace, Inc. (Nasdaq: XTIA) (“XTI Aerospace” or the “Company”), a pioneer in xVTOL and powered-lift aircraft solutions, today announced the filing of i |
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| August 1, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025 As filed with the Securities and Exchange Commission on August 1, 2025 Registration No. |
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| August 1, 2025 |
Exhibit 4.17 XTI AEROSPACE, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of , 20 Debt Securities Table of Contents Page article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certificate 8 Section 2. |
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| August 1, 2025 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-3 XTI Aerospace, Inc Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common stock, par value $0. |
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| July 9, 2025 |
Financial Statements and Exhibits, Other Events 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): July 8, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 9, 2025 |
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): July 9, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 7, 2025 |
Financial Statements and Exhibits, Other Events 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): July 7, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 26, 2025 |
Underwriting Agreement, dated June 24, 2025, by and between XTI Aerospace, Inc. and ThinkEquity LLC Exhibit 1.1 UNDERWRITING AGREEMENT between XTI AEROSPACE, INC. and THINKEQUITY LLC as Representative of the Several Underwriters XTI AEROSPACE, INC. UNDERWRITING AGREEMENT New York, New York June 24, 2025 ThinkEquity LLC As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 41st Fl New York, NY 10004 Ladies and Gentlemen: The undersigned, XTI Aerospace, |
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| June 26, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): June 24, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 26, 2025 |
XTI Aerospace Announces Pricing of $16 Million Public Offering Exhibit 99.1 XTI Aerospace Announces Pricing of $16 Million Public Offering ENGLEWOOD, Colo., June 24, 2025 / - XTI Aerospace, Inc. (Nasdaq: XTIA) (“XTI” or the “Company”), a pioneer in xVTOL and powered-lift aircraft solutions, today announced the pricing of an underwritten public offering of 9,143,000 shares of common stock (or pre-funded warrants (“Pre-Funded Warrants”) in lieu thereof) and 9,1 |
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| June 26, 2025 |
Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT XTI AEROSPACE, INC. Warrant Shares: Issue Date: June 26, 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after June 26, 2025 (the “ |
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| June 26, 2025 |
Form of Representative’s Warrant Exhibit 4.3 Form of Representative’s Warrant Agreement THIS PURCHASE WARRANT IS VOID AFTER 5:00 P.M., EASTERN TIME, JUNE 26, 2030 WARRANT TO PURCHASE COMMON STOCK XTI AEROSPACE, INC. Warrant Shares: Initial Exercise Date: June 26, 2025 THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to t |
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| June 26, 2025 |
XTI Aerospace Announces Closing of $16 Million Public Offering Exhibit 99.2 XTI Aerospace Announces Closing of $16 Million Public Offering ENGLEWOOD, Colo., June 26, 2025 / - XTI Aerospace, Inc. (Nasdaq: XTIA) ("XTI" or the “Company”), a pioneer in xVTOL and powered-lift aircraft solutions, today announced the closing of its underwritten public offering of 9,143,000 shares of common stock (or pre-funded warrants (“Pre-Funded Warrants”) in lieu thereof) and wa |
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| June 26, 2025 |
Exhibit 4.2 COMMON STOCK PURCHASE WARRANT XTI AEROSPACE, INC. Certificate No. [] Warrant Shares: Issue Date: June 26, 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after on or after the date he |
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| June 26, 2025 |
Exhibit 10.1 Lock-Up Agreement [●], 2025 ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 As Representative of the several Underwriters named on Schedule 1 to the Underwriting Agreement referenced below Ladies and Gentlemen: The undersigned understands that ThinkEquity LLC (the “Representative”), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with XTI |
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| June 25, 2025 |
ThinkEquity The date of this prospectus is June 24, 2025. TABLE OF CONTENTS PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-287989 6,231,200 Shares of Common Stock 2,911,800 Pre-funded Warrants to Purchase up to 2,911,800 Shares of Common Stock 2,911,800 Shares of Common Stock Underlying such Pre-funded Warrants 9,143,000 Common Warrants to Purchase up to 9,143,000 Shares of Common Stock 9,143,000 Shares of Common Stock Underlying such Common Warrants XTI |
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| June 20, 2025 |
Form of Underwriting Agreement by and between XTI Aerospace, Inc. and ThinkEquity LLC Exhibit 1.1 UNDERWRITING AGREEMENT between XTI AEROSPACE, INC. and THINKEQUITY LLC as Representative of the Several Underwriters XTI AEROSPACE, INC. UNDERWRITING AGREEMENT New York, New York [●], 2025 ThinkEquity LLC As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 41st Fl New York, NY 10004 Ladies and Gentlemen: The undersigned, XTI Aerospace, Inc |
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| June 20, 2025 |
XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 June 20, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: XTI Aerospace, Inc. Registration Statement on Form S-1 (File No. 333-287989) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigne |
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| June 20, 2025 |
Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Number 333-287989 6/20/2025 XTI AEROSPACE Powering the vertical economy Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Number 333 - [ ] 6/12/2025 Disclaimer This presentation is made solely for information purposes and no representation or warranty, express or implied, is made by XTI Aerospace, Inc. |
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| June 20, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) XTI Aerospace, Inc. |
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| June 20, 2025 |
Exhibit 4.14 COMMON STOCK PURCHASE WARRANT XTI AEROSPACE, INC. Certificate No. [] Warrant Shares: Issue Date: [●], 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after on or after the date hereo |
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| June 20, 2025 |
Exhibit 4.12 PRE-FUNDED COMMON STOCK PURCHASE WARRANT XTI AEROSPACE, INC. Warrant Shares: Issue Date: [ ], 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ ], 2025 (the “Initial |
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| June 20, 2025 |
As filed with the Securities and Exchange Commission on June 20, 2025 As filed with the Securities and Exchange Commission on June 20, 2025 Registration No. |
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| June 20, 2025 |
ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 June 20, 2025 VIA EDGAR U. |
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| June 17, 2025 |
XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 June 17, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 RE: XTI Aerospace, Inc. Registration Statement on Form S-1 Filed June 12, 2025 File No. 333-287989 Acceleration Request Requested Date: Wednesday, June 18, 2025 Requested Time: 5:00 p.m. East |
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| June 17, 2025 |
ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 June 17, 2025 VIA EDGAR U. |
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| June 17, 2025 |
ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 June 17, 2025 VIA EDGAR U. |
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| June 17, 2025 |
XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 June 17, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: XTI Aerospace, Inc. Request for Withdrawal of Registration Statement on Form S-1 File No. 333-287989 Ladies and Gentlemen: Reference is made to our letter, filed as correspondence via EDG |
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| June 13, 2025 |
Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Number 333-287989 6/13/2025 XTI AEROSPACE Powering the vertical economy Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Number 333 - [ ] 6/12/2025 Disclaimer This presentation is made solely for information purposes and no representation or warranty, express or implied, is made by XTI Aerospace, Inc. |
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| June 13, 2025 |
Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Number 333-[ ] 6/12/2025 XTI AEROSPACE Powering the vertical economy Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Number 333 - [ ] 6/12/2025 Disclaimer This presentation is made solely for information purposes and no representation or warranty, express or implied, is made by XTI Aerospace, Inc. |
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| June 12, 2025 |
XTI Aerospace, Inc. – 8123 InterPort Blvd., Suite C, Englewood, CO 80112 – Tel: (800) 680-7412 June 12, 2025 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 RE: XTI Aerospace, Inc. Registration Statement on Form S-1 Filed June 12, 2025 File No. 333-287989 Acceleration Request Requested Date: Monday, June 16, 2025 Requested Time: 5:00 p.m. Eastern Time Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act |
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| June 12, 2025 |
ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 June 12, 2025 VIA EDGAR U. |
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| June 12, 2025 |
As filed with the Securities and Exchange Commission on June 12, 2025 As filed with the Securities and Exchange Commission on June 12, 2025 Registration No. |
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| June 12, 2025 |
Exhibit 4.12 PRE-FUNDED COMMON STOCK PURCHASE WARRANT XTI AEROSPACE, INC. Warrant Shares: Issue Date: [ ], 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ ], 2025 (the “Initial |
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| June 12, 2025 |
Form of Underwriting Agreement by and between XTI Aerospace, Inc. and ThinkEquity LLC Exhibit 1.1 UNDERWRITING AGREEMENT between XTI AEROSPACE, INC. and THINKEQUITY LLC as Representative of the Several Underwriters XTI AEROSPACE, INC. UNDERWRITING AGREEMENT New York, New York [●], 2025 ThinkEquity LLC As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 41st Fl New York, NY 10004 Ladies and Gentlemen: The undersigned, XTI Aerospace, Inc |
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| June 12, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) XTI Aerospace, Inc. |
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| June 12, 2025 |
Form of Representative’s Warrant Exhibit 4.13 Form of Representative’s Warrant Agreement THIS PURCHASE WARRANT IS VOID AFTER 5:00 P.M., EASTERN TIME, [] [DATE THAT IS FIVE YEARS FROM THE INITIAL EXERCISE DATE]. WARRANT TO PURCHASE COMMON STOCK XTI AEROSPACE, INC. Warrant Shares: Initial Exercise Date: , 2025 THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is |
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| June 3, 2025 |
As confidentially submitted to the U.S. Securities and Exchange Commission on June 2, 2025. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITI |
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| May 29, 2025 |
Exhibit 99.1 Powering the Vertical Economy Shareholder Town Hall May 29, 2025 DISCLAIMER This presentation is made solely for information purposes and no representation or warranty, express or implied, is made by X TI Aerospace, Inc. (“XTI,” “we,” “us,” “our,” and, together with our subsidiaries, the “Company”) or any of its representatives as to the information contained in this presentation. Thi |
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| May 29, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 29, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36404 XTI AEROS |
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| May 19, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 19, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 19, 2025 |
Exhibit 99.1 Press Release XTI Aerospace Reports First Quarter 2025 Results and Provides Business Update Balance sheet strengthened through elimination of legacy debt and stock-based obligations Strong TriFan 600 program execution and FAA certification progress position XTI Aerospace for upcoming pre-sales relaunch ENGLEWOOD, Colo., May 19, 2025 /PRNewswire/ - XTI Aerospace, Inc. (Nasdaq: XTIA) (“ |
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| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Perio |
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| April 30, 2025 |
Financial Statements and Exhibits, Other Events 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): April 29, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| April 30, 2025 |
4,036,987 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants Filed Pursuant to Rule 424(b)(3) Registration No. 333-279901 PROSPECTUS 4,036,987 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants This prospectus relates to: ● the offer, sale and issuance by XTI Aerospace, Inc. (the “Company”) of up to 72,727 shares of shares of our common stock, par value $0.001 per share (“Common Stock”), upon exercise of outstanding warrants issued on Jan |
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| April 22, 2025 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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): April 21, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| April 18, 2025 |
As filed with the Securities and Exchange Commission on April 17, 2025 As filed with the Securities and Exchange Commission on April 17, 2025 Registration No. |
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| April 18, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) XTI Aerospace, Inc. |
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| April 18, 2025 |
As filed with the Securities and Exchange Commission on April 18, 2025 As filed with the Securities and Exchange Commission on April 18, 2025 Registration No. |
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| April 16, 2025 |
Exhibit 99.1 XTI AEROSPACE Powering the vertical economy. CORPORATE PRESENTATION April 2025 DISCLAIMER This presentation is made solely for information purposes and no representation or warranty, express or implied, is made by XTI Aerospace, Inc. (“XTI,” “we,” “us,” “our,” and, together with our subsidiaries, the “Company”) or any of its representatives as to the information contained in this pres |
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| April 16, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): April 16, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| April 15, 2025 |
Exhibit 4.1 THIS CERTIFIES THAT is the owner of DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR, FULLY - PAID AND NON - ASSESSABLE SHARES OF COMMON STOCK OF XTI Aerospace, Inc. (hereinafter called the “Company”), transferable on the books of the Company in person or by duly authorized attorney, upon surrender of this Certificate properly endorsed. |
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| April 15, 2025 |
Exhibit 4.8 NEITHER THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITI |
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| April 15, 2025 |
Exhibit 4.6 NEITHER THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITI |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36404 XTI AEROSPACE, |
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| April 15, 2025 |
Description of Registrant’s Securities. Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 XTI Aerospace, Inc.’s class of common stock is registered under Section 12 of the Securities Exchange Act of 1934, as amended. The following description of our common stock is a summary and does not purport to be complete. It is subject to and qualified in its entirety by |
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| April 15, 2025 |
Exhibit 21.1 XTI AEROSPACE, INC. List of Subsidiaries Name of Subsidiary State of Jurisdiction of Incorporation Fictitious Name (if any) Inpixon Holding (UK) Limited United Kingdom None Inpixon GmbH Germany None IntraNav GmbH Germany None XTI Aircraft Company Delaware None |
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| April 15, 2025 |
Exhibit 19.1 Insider Trading Plan Adopted November 2015 and updated as of August 2020, and April 2025 Policy Statement: All, directors, officers and employees (collectively, “Insiders”) of XTI Aerospace, Inc. and its subsidiaries (collectively, the “Company”) are prohibited from buying and selling securities of the Company or advising others who may buy or sell securities of the Company, when such |
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| April 15, 2025 |
Exhibit 10.55 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. REDACTED INFORMATION IS INDICATED BY [***] AIRCRAFT PURCHASE AGREEMENT Dated February 2, 2022 among XTI AIRCRAFT COMPANY MESA AIRLINES, INC. and MESA AIR GROUP, INC. |
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| April 4, 2025 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits 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 31, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| March 31, 2025 |
Exhibit 1.1 UNDERWRITING AGREEMENT between XTI AEROSPACE, INC. and THINKEQUITY LLC as Representative of the Several Underwriters XTI AEROSPACE, INC. UNDERWRITING AGREEMENT New York, New York March 28, 2025 ThinkEquity LLC As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 41st Fl New York, NY 10004 Ladies and Gentlemen: The undersigned, XTI Aerospace |
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| March 31, 2025 |
XTI Aerospace Announces Pricing of Public Offering Exhibit 99.2 XTI Aerospace Announces Pricing of Public Offering ENGLEWOOD, Colo., March 28, 2025 /PRNewswire/ - XTI Aerospace, Inc. (Nasdaq: XTIA), (“XTI” or the “Company”), a pioneer in advanced aircraft design, today announced the pricing of an underwritten public offering of 2,941,200 shares of its common stock (or pre-funded warrants (“Pre-Funded Warrants”) in lieu thereof) and warrants to pur |
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| March 31, 2025 |
Form of Representative’s Warrant. Exhibit 4.3 Representative’s Warrant Agreement THIS PURCHASE WARRANT IS VOID AFTER 5:00 P.M., EASTERN TIME, MARCH 28, 2030. WARRANT TO PURCHASE COMMON STOCK XTI AEROSPACE, INC. Warrant Shares: Initial Exercise Date: March 31, 2025 THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the li |
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| March 31, 2025 |
Exhibit 10.1 Lock-Up Agreement [●], 2025 ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 As Representative of the several Underwriters named on Schedule 1 to the Underwriting Agreement referenced below Ladies and Gentlemen: The undersigned understands that ThinkEquity LLC (the “Representative”), proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with XTI |
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| March 31, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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 28, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| March 31, 2025 |
Exhibit 4.2 COMMON STOCK PURCHASE WARRANT XTI AEROSPACE, INC. Certificate No. [] Warrant Shares: Issue Date: March 31, 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after on or after the date h |
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| March 31, 2025 |
The date of this prospectus supplement is March 28, 2025 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-279901 (To Prospectus dated June 18, 2024) 765,200 Shares of Common Stock 2,176,000 Pre-funded Warrants to Purchase Shares of Common Stock 2,176,000 Shares of Common Stock Issuable Upon Exercise of Pre-funded Warrants 2,941,200 Common Warrants to Purchase Shares of Common Stock 2,941,200 Shares of Common Stock Issuable Upon Exercise of Common W |
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| March 31, 2025 |
XTI Aerospace Announces Proposed Public Offering Exhibit 99.1 XTI Aerospace Announces Proposed Public Offering ENGLEWOOD, Colo., March 27, 2025 /PRNewswire/ - XTI Aerospace, Inc. (Nasdaq: XTIA), (“XTI” or the “Company”), a pioneer in VTOL and powered-lift aircraft solutions, today announced that it intends to offer to sell shares of its common stock (and/or pre-funded warrants (“Pre-Funded Warrants”) in lieu thereof) and warrants in an underwrit |
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| March 31, 2025 |
Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT XTI AEROSPACE, INC. Warrant Shares: Issue Date: March 31, 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after March 31, 2025 (the |
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| March 28, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 27, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| March 28, 2025 |
The date of this prospectus supplement is , 2025 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-279901 The information contained in this preliminary prospectus supplement is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting |
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| March 28, 2025 |
EX-10.1 2 ea023601001ex10-1xti.htm SETTLEMENT AGREEMENT, DATED MARCH 27, 2025, BY AND BETWEEN XTI AEROSPACE INC., 3AM INVESTMENTS LLC, GRAFITI GROUP LLC, AND NADIR ALI Exhibit 10.1 AGREEMENT This Agreement (the “Agreement”) is entered into on March 27, 2025 (the “Effective Date”), by and between XTI Aerospace Inc., a Nevada corporation (“XTI” or the “Company”), 3AM Investments LLC, a California li |
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| March 27, 2025 |
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 24, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| March 27, 2025 |
EX-16.1 2 ea023583401ex16-1xti.htm LETTER FROM MARCUM LLP, DATED MARCH 27, 2025 Exhibit 16.1 March 27, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by XTI Aerospace, Inc. under Item 4.01 of its Form 8-K dated March 27, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position |
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| March 18, 2025 |
XTI Aerospace Announces Share Repurchase Program Exhibit 99.1 Press Release XTI Aerospace Announces Share Repurchase Program ENGLEWOOD, Colo., March 18, 2025 /PRNewswire/ - XTI Aerospace, Inc. (Nasdaq: XTIA) (“XTI Aerospace” or the “Company”), a pioneer in advanced aircraft design, today announced that its board of directors has authorized management to implement a share repurchase program to acquire up to $5 million of the Company’s common stoc |
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| March 18, 2025 |
Financial Statements and Exhibits, Other Events 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 18, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| March 7, 2025 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits 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 5, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Nu |
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| February 14, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) XTI Aerospace, Inc. |
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| February 14, 2025 |
As filed with the Securities and Exchange Commission on February 14, 2025 As filed with the Securities and Exchange Commission on February 14, 2025 Registration No. |
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| February 13, 2025 |
UNAUDITED SELECTED FINANCIAL DATA Exhibit 99.1 UNAUDITED SELECTED FINANCIAL DATA Reverse Stock Split On January 10, 2025, XTI Aerospace, Inc. (“Company”) effected a 1-for-250 reverse stock split (“Reverse Stock Split”) of its outstanding common stock. The Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2023, the audited financial statements of XTI Aircr |
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| February 13, 2025 |
XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 February 13, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: XTI Aerospace, Inc. Request for Withdrawal of Registration Statement on Form S-3 File No. 333-276905 Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of 1933, as am |
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| February 13, 2025 |
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): February 12, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 12, 2025 |
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): February 11, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 12, 2025 |
XTI Aerospace Regains Compliance with Nasdaq Listing Requirements Exhibit 99.1 XTI Aerospace Regains Compliance with Nasdaq Listing Requirements ENGLEWOOD, Colo., February 12, 2025 — XTI Aerospace, Inc. (NASDAQ: XTIA) (“XTI Aerospace” or the “Company”), a pioneer in advanced aircraft design, today announced that it has received formal notification from The Nasdaq Stock Market LLC (“Nasdaq”) confirming that the company has regained compliance with the minimum bid |
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| January 23, 2025 |
XTI Aerospace Provides Shareholder Update Exhibit 99.1 XTI Aerospace Provides Shareholder Update ENGLEWOOD, Colo., Jan. 23, 2025 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) (“XTI” or the “Company”), a pioneer in advanced Vertical Takeoff and Landing (“VTOL”), Powered- Lift aircraft solutions, today issued the following letter to shareholders. Dear Fellow XTI Aerospace Shareholders – At the outset, I would like to take a moment to re |
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| January 23, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): January 23, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| January 10, 2025 |
Certificate of Amendment to Articles of Incorporation, effective as of January 10, 2025. Exhibit 3.1 |
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| January 10, 2025 |
The date of this prospectus supplement is January 7, 2025 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-279901 Prospectus Supplement (To Prospectus Dated June 18, 2024) 363,636,364 Shares Common Stock XTI Aerospace, Inc. We are offering 363,636,364 shares of our common stock, $0.001 par value per share, at a purchase price of $0.055 per share, pursuant to this prospectus supplement and the accompanying prospectus. Our common stock is listed on th |
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| January 10, 2025 |
Exhibit 10.1 Execution Version PLACEMENT AGENCY AGREEMENT January 7, 2025 ThinkEquity LLC 17 State Street, 41st Fl New York, NY 10004 Ladies and Gentlemen: This Placement Agency Agreement the (this “Agreement”) sets forth the terms upon which ThinkEquity LLC (“ThinkEquity” or the “Placement Agent”) shall be engaged by XTI Aerospace, Inc., a Nevada corporation (collectively with its subsidiaries an |
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| January 10, 2025 |
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): January 7, 2025 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| January 10, 2025 |
XTI Aerospace, Inc. Announces Offering of Common Stock Priced At-the-Market Under Nasdaq Rules Exhibit 99.1 XTI Aerospace, Inc. Announces Offering of Common Stock Priced At-the-Market Under Nasdaq Rules Englewood, Colorado - Jan. 7, 2025 — XTI Aerospace, Inc. (Nasdaq: XTIA), (“XTI” or the “Company”), a pioneer in advanced aircraft design, today announced the pricing of a best-efforts offering of 363,636,364 shares of its common stock priced at-the-market under Nasdaq rules. Each share of co |
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| January 10, 2025 |
Form of Placement Agent Warrant. Exhibit 4.1 Form of Placement Agent’s Warrant Agreement THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIG |
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| January 10, 2025 |
Exhibit 10.2 Form of Lock-Up Agreement January 7, 2025 ThinkEquity LLC 17 State Street, 41st Floor New York, NY 10004 Ladies and Gentlemen: The undersigned understands that ThinkEquity LLC (the “Agent”), proposes to enter into a Placement Agency Agreement (the “Agreement”) with XTI Aerospace, Inc., a Nevada corporation (the “Company”), providing for the public offering (the “Offering”) of shares o |
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| December 30, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporat |
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| December 27, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders 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): December 27, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fil |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| December 13, 2024 |
Unregistered Sales of Equity Securities 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): December 9, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| December 5, 2024 |
Unregistered Sales of Equity Securities, Other Events 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): December 2, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| December 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| November 29, 2024 |
XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, CO 80112 XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, CO 80112 VIA EDGAR November 29, 2024 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, NE Washington, D.C. 20549 Attn: Matthew Crispino and Jan Woo Re: XTI Aerospace, Inc. Preliminary Proxy Statement on Schedule 14A Filed November 22, 2024 File No. 001-36404 Ladies and Gentlemen: By |
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| November 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| November 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| November 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)( |
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| November 21, 2024 |
XTIA / XTI Aerospace, Inc. / Ali Nadir - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment SC 13G/A 1 ea0222107-13ga1alixtiaero.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) XTI Aerospace, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 98423K108 (CUSIP Number) November 19, 2024 (Date of Event Which Requires Filing of |
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| November 21, 2024 |
Unregistered Sales of Equity Securities, Other Events 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): November 18, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 18, 2024 |
Exhibit 10.1 November 17, 2024 Streeterville Capital, LLC Attn: John Fife 303 East Wacker Drive, Suite 1040 Chicago, Illinois 60601 [email protected] 3AM Investments LLC Attn: Nadir Ali 555 Bryant Street #590 Palo Alto, California 94301 [email protected] Re: Consent Waiver and Release Dear Mr. Fife and Mr. Ali: We refer to the Certificate of Designations of Preferences and Rights of Series 9 Pr |
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| November 18, 2024 |
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): November 14, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 18, 2024 |
Exhibit 10.2 November 17, 2024 XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C Englewood, Colorado 80112 Attention: Scott Pomeroy, CEO Re: Letter Agreement Dear Scott, This letter agreement (“Letter Agreement”) is delivered in connection with that certain Consent Waiver and Release, dated November 17, 2024 (the “Consent”), by and among 3AM Investments LLC (“3AM”), Streeterville Capital, LLC and |
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| November 18, 2024 |
XTI Aerospace Announces Closing of Business Combination Between Former Subsidiary and Damon Motors Exhibit 99.2 Press Release XTI Aerospace Announces Closing of Business Combination Between Former Subsidiary and Damon Motors ENGLEWOOD, Colo., Nov. 18, 2024 /PRNewswire/ - XTI Aerospace, Inc. (Nasdaq: XTIA) (“XTI Aerospace” or the “Company”) today congratulates Damon Motors Inc. (“Damon Motors”) on the announced completion of its business combination with Grafiti Holding Inc. a former subsidiary |
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| November 18, 2024 |
XTI Aerospace Provides Third Quarter 2024 Business Update Exhibit 99.1 Press Release XTI Aerospace Provides Third Quarter 2024 Business Update ENGLEWOOD, Colo., November 14, 2024 /PRNewswire/ - XTI Aerospace, Inc. (Nasdaq: XTIA) (“XTI Aerospace” or the “Company”) today provided a business update and announced the scheduled filing of its quarterly report on Form 10-Q for the quarter ended September 30, 2024. “We are making steady progress as it relates to |
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| November 14, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 12, 2024 |
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): November 7, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| November 1, 2024 |
Unregistered Sales of Equity Securities 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): October 31, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| October 30, 2024 |
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 28th day of October 2024 (the “Effective Date”), as defined in this Agreement, by and between XTI Aerospace, Inc. (the “Company”) and Jennifer Gaines, an individual residing at [***] (“Executive”). WHEREAS, Company now desires to employ Executive to provide services to the “Company” (as defi |
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| October 30, 2024 |
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): October 28, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| October 30, 2024 |
Exhibit 99.1 XTI Aerospace Appoints Distinguished Attorney and Business Leader Jennifer Gaines as Chief Legal Officer ENGLEWOOD, Colo., October 30, 2024 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) (“XTI Aerospace” or the “Company”) today announced that Jennifer Gaines has joined the Company as its Chief Legal Officer, effective October 28, 2024. Ms. Gaines will report directly to the Company |
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| October 25, 2024 |
Unregistered Sales of Equity Securities 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): October 23, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| October 4, 2024 |
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): October 2, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| October 4, 2024 |
Form of Second Letter Agreement by and between Damon Motors Inc. and XTI Aerospace, Inc. Exhibit 10.1 Second Letter Agreement CONFIDENTIAL September 19, 2024 Dear Damon Motors Inc. Securityholder, RE: Amendment of Notes of Damon Motors Inc. (the “Company”) The Company has completed an offering (the “Offering”) in multiple tranches of 12% convertible notes (each a “Note” and collectively, the “Notes”) and common share purchase warrants of the Issuer to the investors pursuant to several |
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| October 2, 2024 |
Exhibit 2.1 SECOND AmenDMENT TO BUSINESS COMBINATION AGREEMENT THIS AMENDING AGREEMENT (this “Agreement”) is made and entered into as of September 26, 2024 by and among: A. XTI Aerospace, Inc., a Nevada corporation (the “Parent”); B. Grafiti Holding Inc., a British Columbia company (“Spinco”); C. 1444842 B.C. Ltd., a British Columbia company (“Amalco Sub”); and D. Damon Motors Inc., a British Colu |
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| October 2, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 26, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 23, 2024 |
XTI Aerospace Appoints Tobin Arthur as Chief Strategy Officer Exhibit 99.1 XTI Aerospace Appoints Tobin Arthur as Chief Strategy Officer ENGLEWOOD, Colo., Sept. 23, 2024 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) (“XTI” or the “Company”) today announced the appointment of Tobin Arthur as Chief Strategy Officer, effective as of September 19, 2024. In this new role, Mr. Arthur will help guide the Company’s vision and oversee its sales, marketing, and in |
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| September 23, 2024 |
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): September 23, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 23, 2024 |
Employment Agreement, dated September 19, 2024, by and between XTI Aerospace, Inc. and Tobin Arthur. Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 19th day of September 2024 (the “Effective Date”), by and between XTI Aerospace, Inc. (the “Company”) and Tobin Arthur, an individual residing at [***] (“Executive”). WHEREAS, Company now desires to employ Executive to provide services to the “Company” (as defined herein) for the period and |
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| September 11, 2024 |
Exhibit 99.1 XTI Aerospace Forms Corporate Advisory Board Michael Tapp Named Advisory Board Chairman and Senior Advisor Newly Formed Advisory Board to Help Evaluate Strategic Opportunities ENGLEWOOD, Colo., Sept. 11, 2024 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) today announced formation of the XTI Corporate Advisory Board and the appointment of Michael Tapp as its Chairman. Mr. Tapp is a |
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| September 11, 2024 |
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): September 11, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 21, 2024 |
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): August 21, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| August 14, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001 |
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| August 14, 2024 |
XTI Aerospace Provides Second Quarter 2024 Business Update Exhibit 99.1 Press Release XTI Aerospace Provides Second Quarter 2024 Business Update ENGLEWOOD, Colo., Aug. 14, 2024 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) (“XTI Aerospace” or the “Company”) today announces a business update and the filing of its quarterly report on Form 10-Q for the quarter ended June 30, 2024. “We continue to advance the development of the TriFan 600, a fixed-wing, v |
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| August 14, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): August 14, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File |
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| August 8, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): August 8, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| August 8, 2024 |
Exhibit 99.1 1 . ľ kc Ï u ī u í c of € i í ľí a"cl NASDAQ: XľIA 2 Disclaimcí ľkis pícsc ⭲ tatio ⭲ co ⭲ tai ⭲ s roíwaíd - looki ⭲ g statcmc ⭲ ts witki ⭲ tkc mca ⭲ i ⭲ g or tkc Píi : atc Scc"íitics Ḻitigatio ⭲ Rcroím Act or 1995 a ⭲ d tkc pío : isio ⭲ s or Scctio ⭲ 27 A or tkc Scc"íitics Act or 19 ««, as amc ⭲ dcd (tkc “Scc"íitics Act”), a ⭲ d Scctio ⭲ 21 E or tkc Scc"íitics Excka ⭲ gc Act or 19 « 4 |
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| August 6, 2024 |
Unregistered Sales of Equity Securities 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): July 23, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 5, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): August 5, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| August 5, 2024 |
XTI Aerospace Unveils New Corporate Video Exhibit 99.1 Press Release XTI Aerospace Unveils New Corporate Video ENGLEWOOD, Colo., August 5, 2024 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) today unveiled its new corporate video showcasing the TriFan 600, a fixed-wing vertical takeoff and landing (VTOL) aircraft currently in development. The video is available on the company’s website at https://xtiaerospace.com/. Scott Pomeroy, CEO o |
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| July 12, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): July 9, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 9, 2024 |
July 9, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| July 1, 2024 |
Exhibit 10.1 Collaborative Capital Collation & Distribution Agreement (“Agreement”) Contents Preamble (Parties to the Agreement) Recitals (summary background) Clause # Headings 1 Definitions 2 Rules of Construction 3 Purpose of Collaboration 4 Capital Pooling Entity (“CPE”) 5 Capital Pooling Account (“CPA”) 6 Inflow of Capital (Collation of Capital through Collaborating Partners) 7 Outflow of Capi |
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| July 1, 2024 |
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): June 28, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Nu |
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| July 1, 2024 |
Exhibit 99.1 XTI Aerospace Signs Capital Distribution Agreement for Proposed Investment of up to $55 Million at $275 Million Valuation Investment Expected to Significantly Accelerate Development of Revolutionary TriFan 600 Long-Range Civilian Fixed-Wing VTOL Business Aircraft, if Successfully Consummated ENGLEWOOD, Colo., July 1, 2024 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) (“XTI” or the |
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| June 24, 2024 |
Letter Agreement, signed June 18, 2024, by and between Damon Motors Inc. and XTI Aerospace, Inc. Exhibit 10.1 Letter Agreement CONFIDENTIAL June 15, 2024 Dear Damon Motors Inc. Securityholder, RE: Amendment of Notes, Warrants and Purchase Agreement of Damon Motors Inc. (the “Company”) The Company has completed an offering (the “Offering”) in multiple tranches of 12% convertible notes (each a “Note” and collectively, the “Notes”) and common share purchase warrants of the Issuer (each a “Warran |
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| June 24, 2024 |
Exhibit 2.1 AMENDMENT TO BUSINESS COMBINATION AGREEMENT THIS AMENDING AGREEMENT (this “Agreement”) is made and entered into as of June 18, 2024 by and among: A. XTI Aerospace, Inc., a Nevada corporation (the “Parent”); B. Grafiti Holding Inc., a British Columbia company (“Spinco”); C. 1444842 B.C. Ltd., a British Columbia company (“Amalco Sub”); and D. Damon Motors Inc., a British Columbia company |
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| June 24, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 18, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 21, 2024 |
XTIA / XTI Aerospace, Inc. / Ali Nadir - SCHEDULE 13G Passive Investment SC 13G 1 ea0208294-13galixtiaero.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* XTI Aerospace, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 98423K108 (CUSIP Number) June 13, 2024 (Date of Event Which Requires Filing of this Statement) Check the |
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| June 14, 2024 |
As filed with the Securities and Exchange Commission on June 14, 2024 As filed with the Securities and Exchange Commission on June 14, 2024 Registration No. |
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| June 14, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) XTI Aerospace, Inc. |
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| June 14, 2024 |
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): June 12, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 14, 2024 |
Exhibit 10.1 AMENDMENT NO.6 TO EQUITY DISTRIBUTION AGREEMENT This AMENDMENT NO. 6 TO EQUITY DISTRIBUTION AGREEMENT (this “Amendment”) is entered into as of June 14, 2024, by and between XTI Aerospace, Inc. (formerly known as Inpixon), a Nevada corporation (the “Company”), and Maxim Group LLC (the “Agent”). All capitalized terms used herein shall have the meanings set forth in the Equity Distributi |
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| June 14, 2024 |
CORRESP 1 filename1.htm June 14, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 RE: XTI Aerospace, Inc. Registration Statement on Form S-3, as amended File No. 333-279901 Acceleration Request Requested Date: Tuesday, June 18, 2024 Requested Time: 4:30 p.m. Eastern Time Ladies and Gentlemen: In accordance with Rule 46 |
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| June 14, 2024 |
Exhibit 10.2 EXCHANGE AGREEMENT This Exchange Agreement (the “Agreement”) is entered into as of June [●], 2024, by and between XTI Aerospace, Inc. (formerly Inpixon), a Nevada corporation (the “Company”), and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Prior to the date hereof, the Holder acquired certain warrants to purchase shares of the Company’s comm |
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| June 13, 2024 |
As filed with the Securities and Exchange Commission on June 13, 2024 As filed with the Securities and Exchange Commission on June 13, 2024 Registration No. |
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| June 13, 2024 |
2017 Employee and Consultant Stock Ownership Plan Form of Stock Option Award Agreement. Exhibit 99.9 Stock Option Award XTI Aircraft Company AWARD AGREEMENT - 2017 EMPLOYEE AND CONSULTANT STOCK OWNERSHIP PLAN (Amended October 2021) - OPTIONS Participant Name (“you”): Type of Option: Grant Date: Exercise Price: Shares Granted: Term and Vesting Date(s): [10 years from the Grant Date], with Options vesting on the following dates Shares Vesting Vesting Date Expiration Date: [the date tha |
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| June 13, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) XTI Aerospace, Inc. |
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| June 13, 2024 |
2017 Employee and Consultant Stock Ownership Plan, as amended. Exhibit 99.8 XTI AIRCRAFT COMPANY 2017 EMPLOYEE AND CONSULTANT STOCK OWNERSHIP PLAN AS AMENDED OCTOBER 27, 2021 1. Purposes of the Plan. The purposes of this Plan are: (a) to reward, retain and provide additional incentives to the Employees and Directors; (b) to provide consideration to Consultants for services rendered to the Company; and (c) to promote the success of the Company’s business. The |
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| June 10, 2024 |
Exhibit 10.1 AMENDMENT NO. 5 TO EQUITY DISTRIBUTION AGREEMENT This AMENDMENT NO. 5 TO EQUITY DISTRIBUTION AGREEMENT (this “Amendment”) is entered into as of June 10, 2024, by and between XTI Aerospace, Inc. (formerly known as Inpixon), a Nevada corporation (the “Company”), and Maxim Group LLC (the “Agent”). All capitalized terms used herein shall have the meanings set forth in the Equity Distribut |
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| June 10, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-256827 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 17, 2021) Up to $4,700,000 Common Stock This prospectus supplement, relating to the offer and sale of up to $4,700,000 of shares of our common stock, from time to time, supplements the prospectus supplement, dated July 22, 2022, as supplemented by the prospectus supplement, dated April 18, |
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| June 10, 2024 |
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): June 5, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 31, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-256827 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 17, 2021) Up to $6,400,000 Common Stock This prospectus supplement, relating to the offer and sale of up to $6,400,000 of shares of our common stock, from time to time, supplements the prospectus supplement, dated July 22, 2022, as supplemented by the prospectus supplement, dated April 18, |
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| May 31, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) XTI Aerospace, Inc. |
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| May 31, 2024 |
Exchange Agreement, dated May 30, 2024, by and between XTI Aerospace, Inc. and the Warrant Holder Exhibit 10.2 EXCHANGE AGREEMENT This Exchange Agreement (the “Agreement”) is entered into as of the 30th day of May, 2024, by and between XTI Aerospace, Inc. (formerly Inpixon), a Nevada corporation (the “Company”), and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Prior to the Merger (as defined below), the Holder acquired certain warrants to purchase sha |
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| May 31, 2024 |
Exhibit 10.1 AMENDMENT NO. 4 TO EQUITY DISTRIBUTION AGREEMENT This AMENDMENT NO. 4 TO EQUITY DISTRIBUTION AGREEMENT (this “Amendment”) is entered into as of May 31, 2024, by and between XTI Aerospace, Inc. (formerly known as Inpixon), a Nevada corporation (the “Company”), and Maxim Group LLC (the “Agent”). All capitalized terms used herein shall have the meanings set forth in the Equity Distributi |
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| May 31, 2024 |
Exhibit 99.1 Mr. Kendall Goodman President AVX Aircraft Company 13901 Aviator Way, Suite 270 Ft. Worth, TX 76177 Subject: Letter of Intent for Development, Design, and Certification of the TriFan 600 Vertical Lift Crossover Airplane (VLCA) Dear Mr. Goodman, This Letter of Intent (“LOI”) is entered into as of May 30, 2024, by and between XTI Aircraft Company (“XTI”), a company organized and existin |
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| May 31, 2024 |
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): May 30, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 31, 2024 |
As filed with the Securities and Exchange Commission on May 31, 2024 As filed with the Securities and Exchange Commission on May 31, 2024 Registration No. |
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| May 29, 2024 |
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): May 24, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 29, 2024 |
Promissory Note, dated as of May 24, 2024. Exhibit 4.1 SECURED PROMISSORY NOTE U.S. $1,290,000.00 May 24, 2024 FOR VALUE RECEIVED, XTI Aerospace, Inc., a Nevada corporation (“Borrower”), promises to pay in lawful money of the United States of America to the order of Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Lender”), the principal sum of $1,290,000.00, together with all other amounts due u |
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| May 29, 2024 |
Exhibit 10.1 AMENDMENT NO. 3 TO EQUITY DISTRIBUTION AGREEMENT This AMENDMENT NO. 3 TO EQUITY DISTRIBUTION AGREEMENT (this “Amendment”) is entered into as of May 28, 2024, by and between XTI Aerospace, Inc. (formerly known as Inpixon), a Nevada corporation (the “Company”), and Maxim Group LLC (the “Agent”). All capitalized terms used herein shall have the meanings set forth in the Equity Distributi |
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| May 29, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-256827 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 17, 2021) Up to $5,300,000 Common Stock This prospectus supplement, relating to the offer and sale of up to $5,300,000 of shares of our common stock, from time to time, supplements the prospectus supplement, dated July 22, 2022, as supplemented by the prospectus supplement, dated April 18, |
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| May 28, 2024 |
Exhibit 99.1 XTI Aircraft Company Financial Statements and Independent Auditor’s Report December 31, 2023 and 2022 XTI Aircraft Company Table of Contents Page Independent Auditor’s Report 1 Financial Statements: Balance Sheets 2 Statements of Operations 3 Statements of Changes in Stockholders’ Deficit 4 Statements of Cash Flows 5 Notes to Financial Statements 6 - i - REPORT OF INDEPENDENT REGISTER |
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| May 28, 2024 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 11, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation |
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| May 28, 2024 |
Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes included elsewhere in this filing. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs |
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| May 28, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information gives effect to the 1-100 Inpixon Reverse Stock Split that was effective immediately before the close of the transaction. The following unaudited pro forma condensed combined financial information presents the combination of the financial information |
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| May 20, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00 |
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| May 15, 2024 |
Exhibit 99.1 Press Release XTI Aerospace Appoints Accomplished Finance and Strategic Planning Executive Tensie Axton to its Board of Directors ENGLEWOOD, Colo., May 15, 2024 /PRNewswire/ - XTI Aerospace, Inc. (NASDAQ: XTIA) (“XTI Aerospace” or the “Company”) today announced that it has appointed Ms. Tensie Axton, a senior finance and strategic planning executive, to serve on the Company’s Board of |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Perio |
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| May 15, 2024 |
Non-Employee Director Compensation Policy Exhibit 10.3 XTIA Non-Executive Board Member Compensation Policy Cash Retainer Stock Awards Committee Compensation Chair Compensation Annual fee of $50,000 payable in quarterly installments in arrears Annual grant of stock options with a fair market value equal to the cash compensation received in annual retainer and committee fees Annual fees, payable in quarterly installments in arrears: Member |
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| May 15, 2024 |
Exhibit 10.1 May 10, 2024 VIA Email to [email protected] Dear Tensie, It is my sincere pleasure, on behalf of the Board of Directors, to invite you to become a Director of XTI Aerospace Inc. (“XTIA” or “Company”) effective upon your acceptance of this offer letter. As a member of the Board, we believe your experience and judgment will add an important perspective to the Board’s operations. Ter |
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| May 15, 2024 |
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): May 13, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 10, 2024 |
Employment Agreement, dated May 6, 2024, by and between XTI Aerospace, Inc. and Scott Pomeroy. Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 6th day of May 2024 (the “Execution Date”), by and between XTI Aerospace, Inc. (the “Company”) and Scott Pomeroy (“Executive”) effective on March 13, 2024 (the “Effective Date”). WHEREAS, Executive was Chief Financial Officer of the Company’s subsidiary XTI Aircraft Company (“XTI Aircraft”) |
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| May 10, 2024 |
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): May 6, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 10, 2024 |
Employment Agreement, dated May 8, 2024, by and between XTI Aerospace, Inc. and Brooke Turk Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 8th day of May, 2024 (the “Execution Date”), by and between XTI Aerospace, Inc. (the “Company”) and Brooke Turk (“Executive”) and effective on March 13, 2024 (the “Effective Date”). WHEREAS, Company desires to employ Executive to provide services to the “Company” (as defined herein) as Chief |
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| May 1, 2024 |
Exhibit 10.4 Security Agreement This Security Agreement (this “Agreement”), dated as of May 1, 2024, is executed by XTI Aircraft Company, a Delaware corporation (“Guarantor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”). A. XTI Aerospace, Inc., a Nevada corporation and parent company of Guarantor (“Debtor”), issued to Secured Party a certain Secured P |
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| May 1, 2024 |
Promissory Note, dated as of May 1, 2024. Exhibit 4.1 SECURED PROMISSORY NOTE U.S. $1,305,000.00 May 1, 2024 FOR VALUE RECEIVED, XTI Aerospace, Inc., a Nevada corporation (“Borrower”), promises to pay in lawful money of the United States of America to the order of Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Lender”), the principal sum of $1,305,000.00, together with all other amounts due un |
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| May 1, 2024 |
Certificate of Amendment to Designations of Preferences and Rights of Series 9 Preferred Stock Exhibit 3.1 FRANCISCO V. AGUILAR Secretary of State 401 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov Certificate, Amendment or Withdrawal of Designation NRS 78.1955, 78.1955(6) ☐ Certificate of Designation ☐ Certificate of Amendment to Designation - Before Issuance of Class or Series ☒ Certificate of Amendment to Designation - After Issuance of Class or |
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| May 1, 2024 |
Exhibit 10.5 EXCHANGE AGREEMENT This Exchange Agreement (the “Agreement”) is entered into as of the [●] day of [●], 2024, by and between XTI Aerospace, Inc. (formerly Inpixon), a Nevada corporation (the “Company”), and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Prior to the date hereof, the Holder acquired certain warrants to purchase shares of the Comp |
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| May 1, 2024 |
Exhibit 10.1 Note Purchase Agreement This Note Purchase Agreement (this “Agreement”), dated as of May 1, 2024, is entered into by and between XTI Aerospace, Inc., a Nevada corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this Agreement in reliance upon an exemp |
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| May 1, 2024 |
Guaranty, dated as of May 1, 2024, of XTI Aircraft Company. Exhibit 10.2 GUARANTY This GUARANTY, made effective as of May 1, 2024, is given by XTI Aircraft Company, a Delaware corporation (“Guarantor”), for the benefit of Streeterville Capital, LLC, a Utah limited liability company, and its successors, transferees, and assigns (collectively “Lender”). PURPOSE A. XTI Aerospace, Inc., a Nevada corporation and parent of Guarantor (“Borrower”), has issued to L |
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| May 1, 2024 |
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): April 30, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| May 1, 2024 |
Exhibit 10.3 STOCK PLEDGE AGREEMENT This STOCK PLEDGE AGREEMENT (this “Agreement”) is entered into as of May 1, 2024 by and between Streeterville Capital, LLC, a Utah limited liability company (the “Secured Party”), and XTI Aerospace, Inc., a Nevada corporation (the “Pledgor”). A. Effective as of the date hereof, the Secured Party loaned to the Pledgor certain funds evidenced by that certain Secur |
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| April 16, 2024 |
Form of Warrant initially issued by XTI Aircraft Company and assumed by the Registrant. CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| April 16, 2024 |
List of Subsidiaries of the Company. XTI AEROSPACE, INC. List of Subsidiaries Name of Subsidiary State of Jurisdiction of Incorporation Fictitious Name (if any) Inpixon Holding (UK) Limited United Kingdom None Inpixon GmbH Germany None IntraNav GmbH Germany None XTI Aircraft Company Delaware None |
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| April 16, 2024 |
THE UNSECURED CONVERTIBLE PROMISSORY NOTE TO WHICH THIS AMENDMENT NO. 1 (THE “AMENDMENT NO.1”) TO UNSECURED CONVERTIBLE PROMISSORY NOTE RELATES (AS AMENDED BY THIS AMENDMENT NO. 1, THE “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THE NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGI |
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| April 16, 2024 |
THE UNSECURED CONVERTIBLE PROMISSORY NOTE TO WHICH THIS AMENDMENT NO. 1 (“AMENDMENT NO. 1”) TO UNSECURED CONVERTIBLE PROMISSORY NOTE RELATES (AS AMENDED BY THIS AMENDMENT NO. 1, THE “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THE NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTR |
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| April 16, 2024 |
FIRST AMENDMENT TO MERGER AGREEMENT This FIRST AMENDMENT TO MERGER AGREEMENT (this “Amendment”) is made and entered into as of December 30, 2023, by and among XTI Aircraft Company, a Delaware corporation (the “Company”), Superfly Merger Sub Inc. |
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| April 16, 2024 |
CONSULTING AGREEMENT This CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of August 16, 2023, (the “Effective Date”), by and between XTI Aircraft Company, a Delaware corporation (the “Company”) and Playa Property Management, LLC, a Colorado limited liability company, d/b/a Springboard Ventures (the “Consultant”). |
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| April 16, 2024 |
Unsecured Convertible Promissory Note, dated as of October 1, 2023. DAVID E. BRODY UNSECURED CONVERTIBLE PROMISSORY NOTE $1,079,044 October 1, 2023 Denver, Colorado For value received, XTI Aircraft Company, a Delaware corporation (the “Company” or “Maker”), promises to pay to David E. Brody (the “Holder”), the principal sum of One Million Seventy-Nine Thousand Forty-Four and 00/xx US Dollars ($1,079,044). Interest shall accrue from the date of this Note on the unp |
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| April 16, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ¨ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36404 X |
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| April 16, 2024 |
THE UNSECURED CONVERTIBLE PROMISSORY NOTE TO WHICH THIS AMENDMENT NO. 2 (“AMENDMENT NO. 2”) TO UNSECURED CONVERTIBLE PROMISSORY NOTE RELATES (AS AMENDED BY AMENDMENT NO. 1 AND THIS AMENDMENT NO. 2, THE “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THE NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN TH |
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| April 16, 2024 |
Promissory Note, dated effective as of January 5, 2023 XTI AIRCRAFT COMPANY PROMISSORY NOTE $125,000 Issue Date: June 9, 2023 Effective Date: January 5, 2023 XTI Aircraft Company, a Delaware corporation (the “Company”), for value received, hereby promises to pay David E. |
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| April 16, 2024 |
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 28th day of July, but effective as of July 1, 2022 (the “Effective Date”) by and between XTI Aircraft Company (the “Company”) and Michael Hinderberger (“Executive”). |
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| April 16, 2024 |
CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| April 16, 2024 |
Form of Warrant initially issued by XTI Aircraft Company and assumed by the Registrant. THE SECURITIES EVIDENCED BY THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OR ANY APPLICABLE STATE SECURITIES LAW, AND MAY NOT BE OFFERED, ASSIGNED, TRANSFERRED, PLEDGED, HYPOTHECATED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT, AND SUCH REGISTRATION OR QUALIFICATION AS MAY BE NECESSARY UNDER THE SECURITIES LAWS OF ANY STATE, OR (B) A VALID EXEMPTION FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS. |
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| April 16, 2024 |
Description of Registrant's Securities Exhibit 4.13 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Inpixon’s class of common stock is registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following description of our common stock is a summary and does not purport to be complete. It is subject to and qualified in its e |
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| April 16, 2024 |
Form of Warrant initially issued by XTI Aircraft Company and assumed by the Registrant. NEITHER THE SECURITIES REPRESENTED HEREBY NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. |
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| April 16, 2024 |
Form of Warrant initially issued by XTI Aircraft Company and assumed by the Registrant. THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. |
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| April 16, 2024 |
Form of Warrant initially issued by XTI Aircraft Company and assumed by the Registrant. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. |
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| April 16, 2024 |
CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| April 16, 2024 |
CLAWBACK POLICY 1.Introduction The Board of Directors (the “Board”) of XTI Aerospace, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to adopt this Clawback Policy (this “Policy”), which provides for the recoupment of certain executive compensation in the event of an accounting restatement resulting from material noncompliance with financial repor |
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| April 16, 2024 |
Form of Warrant initially issued by XTI Aircraft Company and assumed by the Registrant. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. |
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| April 4, 2024 |
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 31, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| March 25, 2024 |
Exhibit 99.1 1 XTI Aerospace, Inc. The Future of Air Travel NASDAQ: XTIA 2 Disclaimer This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange A |
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| March 25, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* XTI Aerospace, Inc. (XTIA) (Name of Issuer) Common Stock (Title of Class of Securities) 98423K108 (CUSIP Number) March 12, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| March 19, 2024 |
SC 13D 1 ea0202124-13dbrodyxtiaero.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* XTI Aerospace, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 98423K108 (CUSIP Number) David E. Brody c/o XTI Aerospace, Inc. 8123 InterPort Blvd., Suite C |
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| March 15, 2024 |
Exhibit 10.8 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is dated as of March 12, 2024 (the “Effective Date”) by and between Wendy Loundermon (“Executive”), and Inpixon, a Nevada corporation (the “Company”). R E C I T A L S WHEREAS, Executive is currently employed by the Company as its Chief Financial Officer pursuant to the terms of th |
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| March 15, 2024 |
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 11, 2024 XTI AEROSPACE, INC. (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File N |
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| March 15, 2024 |
Amendment to Employment Agreement, dated March 12, 2024, by and between Inpixon and Nadir Ali. Exhibit 10.7 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is dated as of March 22, 2024 (the “Effective Date”) by and between Nadir Ali (“Executive”), and Inpixon, a Nevada corporation (the “Company”). R E C I T A L S WHEREAS, Executive is currently employed by the Company as its Chief Executive Officer pursuant to the terms of that certain Amended an |
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| March 15, 2024 |
Exchange Agreement, dated March 12, 2024, by and between Inpixon and Streeterville Capital, LLC. Exhibit 10.2 THE EXCHANGE CONTEMPLATED HEREIN IS INTENDED TO COMPORT WITH THE REQUIREMENTS OF SECTION 3(a)(9) OF THE SECURITIES ACT OF 1933, AS AMENDED. EXCHANGE AGREEMENT This Exchange Agreement (this “Agreement”) is entered into as of March 12, 2024 (“Effective Date”) by and between Streeterville Capital, LLC, a Utah limited liability company (“Lender”), and Inpixon, a Nevada corporation (“Borro |
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| March 15, 2024 |
Certificate of Amendment (Name Change). Exhibit 3.3 |
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| March 15, 2024 |
Exhibit 10.1 SECOND AMENDMENT TO MERGER AGREEMENT This SECOND AMENDMENT TO MERGER AGREEMENT (this “Amendment”) is made and entered into as of March 12, 2024, by and among XTI Aircraft Company, a Delaware corporation (the “Company”), Superfly Merger Sub Inc., a Delaware corporation (“Merger Sub”), and Inpixon, a Nevada corporation (“Parent”). Parent, Merger Sub and the Company are sometimes referre |
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| March 15, 2024 |
Certificate of Designations of Preferences and Rights of Series 9 Preferred Stock. Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF PREFERENCES AND RIGHTS OF SERIES 9 PREFERRED STOCK of Inpixon a Nevada corporation Pursuant to Section 78.1955 of the Nevada Revised Statutes The undersigned, Nadir Ali, hereby certifies that: 1. He is the duly elected Chief Executive Officer of Inpixon a Nevada corporation (“Corporation”). 2. A resolution was adopted and approved by the Board of Director |
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| March 15, 2024 |
Form of Acknowledgement Agreement. Exhibit 10.10 Acknowledgment Agreement This Acknowledgment Agreement (this “Acknowledgment”) is delivered by (“Employee”) as of the date set forth below. Employee is employed by Inpixon, a Nevada corporation (the “Company”), and is currently a participant in the Company’s Transaction Bonus Plan dated July 24, 2023 (the “Transaction Bonus Plan”). Employee is listed on Schedule 1 of the Transaction |
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| March 15, 2024 |
Exhibit 3.4 AMENDMENT TO BYLAWS OF INPIXON The undersigned, being the duly elected Secretary of INPIXON, a Nevada corporation (the “Corporation”), does hereby certify that: 1. The Board of Directors of the Corporation, by unanimous written consent, approved and adopted the following amendments to the Bylaws of the Corporation effective as of March 12, 2024: Article II, Section 3.1 of the Bylaws is |
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| March 15, 2024 |
Consulting Agreement, dated March 12, 2024, by and between XTI Aerospace, Inc. and Wendy Loundermon. Exhibit 10.6 FINAL EXECUTION CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made as of March 12, 2024, by and between Inpixon, a Nevada corporation (“Company”), and Wendy Loundermon (“Consultant”). Company and Consultant hereinafter are sometimes referred to, individually, as a “Party” and, collectively, as the “Parties.” WHEREAS, pursuant to that certain Merger Agreement, da |
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| March 15, 2024 |
Certificate of Amendment (Reverse Stock Split). Exhibit 3.2 |
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| March 15, 2024 |
Form of Indemnification Agreement. Exhibit 10.4 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated as of [DATE], is by and between Inpixon, a Nevada corporation (the “Company”) and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”). WHEREAS, Indemnitee is a director and/or an officer of the Company or the Company expects Indemnitee to join the Company as a director and/or an officer of the Co |
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| March 15, 2024 |
Consulting Agreement, dated March 12, 2024, by and between XTI Aerospace, Inc. and Nadir Ali. Exhibit 10.5 CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made as of March 12, 2024, by and between Inpixon, a Nevada corporation (“Company”), and Nadir Ali, an individual (“Consultant”). Company and Consultant hereinafter are sometimes referred to, individually, as a “Party” and, collectively, as the “Parties.” WHEREAS, pursuant to that certain Merger Agreement, dated as o |
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| March 15, 2024 |
Securities Purchase Agreement, dated March 12, 2024, by and between Inpixon and 3AM Investments LLC. Exhibit 10.3 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 12, 2024, between Inpixon, a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement, the Company desires to issue and sell to the Pur |
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| March 15, 2024 |
Amendment to Inpixon Transaction Bonus Plan, dated March 11, 2024. Exhibit 10.9 AMENDMENT TO INPIXON TRANSACTION BONUS PLAN This AMENDMENT TO INPIXON TRANSACTION BONUS PLAN (this “Amendment”) is adopted this 12th day of March 2024. Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Inpixon Transaction Bonus Plan (the “Plan”). 1. Amendments. (a) Section 2 of the Plan is hereby amended to add the following new de |
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| March 12, 2024 |
As filed with the Securities and Exchange Commission on March 12, 2024 As filed with the Securities and Exchange Commission on March 12, 2024 Registration No. |
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| February 27, 2024 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma condensed consolidated financial information presents the Solutions Divestiture and certain other material transactions, as further described below. The following unaudited pro forma condensed consolidated financial information has been prepared in accordance with Article 11 of Regulatio |
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| February 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2024 INPIXON (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commis |
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| February 23, 2024 |
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): February 16, 2024 INPIXON (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| February 23, 2024 |
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): February 16, 2024 INPIXON (Exact name of registrant as specified in its charter) Nevada 001-36404 88-0434915 (State or other jurisdiction of incorporation) (Commission File Number) (I |
