{"schema_version":"secwatch.filing_event.v1","accession":"0000950170-23-014131","form_type":"8-K","ticker":null,"cik":"0001823575","company_name":"ZeroFox Holdings, Inc.","filed_at":"2023-04-24T23:59:59+00:00","discovered_at":"2026-05-14T18:03:40.894207+00:00","generated_at":"2026-06-16T19:26:37.520519+00:00","sec_items":["1.01","2.03","3.02","7.01","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"ZeroFox closes LookingGlass acquisition; amends Stifel loan to $22.5M, extends maturity to 2025","bullets":["Completed acquisition of LookingGlass Cyber Solutions on April 21, 2023 (announced April 17).","Stifel loan facility increased to $22.5M; borrowed additional $7.5M; maturity extended to June 30, 2025.","New liquidity covenant: cash at Stifel plus 50% of trade receivables to debt ratio >=1.5; minimum $17.5M unrestricted cash at Stifel.","Issued warrant to Stifel Bank for 128,676 shares at $1.36/share, expiring April 21, 2033.","Renewed HQ lease (with related party, CEO James Foster) for 3 years; base rent $27,083/month with 3% annual increase."],"urls":{"canonical":"https://secwatch.observer/filing/0000950170-23-014131","json":"https://secwatch.observer/filing/0000950170-23-014131.json","markdown":"https://secwatch.observer/filing/0000950170-23-014131.md","text":"https://secwatch.observer/filing/0000950170-23-014131.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1823575/000095017023014131/0000950170-23-014131-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1823575/000095017023014131/zfox-20230421.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-16T19:26:37.520519+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"78d152f96770376424d558184bab1e2ea2ceee91","claim":"ZeroFox Holdings, Inc. amended credit facility of increase the aggregate borrowing limit thereunder to $22.5 million with Stifel Bank maturing extend the maturity date to June 30, 2025.","evidence_excerpt":"On April 21, 2023, ZeroFox, Inc., as borrower (“ZFI”), and ZeroFox Holdings, Inc. (the “Company”) and its other subsidiaries, as guarantors, entered into a seventh amendment (the “Stifel LSA Amendment”) to the loan and security agreement with Stifel Bank which, among other things will increase the aggregate borrowing limit thereunder to $22.5 million and extend the maturity date to June 30, 2025.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1823575/000095017023014131/0000950170-23-014131-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"credit facility"},{"label":"Principal","value":"increase the aggregate borrowing limit thereunder to $22.5 million"},{"label":"Counterparty","value":"Stifel Bank"},{"label":"Maturity","value":"extend the maturity date to June 30, 2025"},{"label":"Event","value":"amendment"}],"fact_type":"debt_financing"},{"claim_id":"e4bcf9682a0a378cdb9be8641638ed55b026d695","claim":"ZeroFox Holdings, Inc. incurred term loan of borrowed an additional $7.5 million with Stifel Bank.","evidence_excerpt":"On April 21, 2023, ZFI borrowed an additional $7.5 million under the facility and increased its aggregate borrowings under the facility to $22.5 million.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1823575/000095017023014131/0000950170-23-014131-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"term loan"},{"label":"Principal","value":"borrowed an additional $7.5 million"},{"label":"Counterparty","value":"Stifel Bank"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"4bc30d1f5605f68f215922a03802f96a7ecd4881","claim":"ZeroFox Holdings, Inc. amended Lease Amendment with 1830 Charles Street LLC valued at $27,083.33 per month (effective 2023-04-21).","evidence_excerpt":"Following such approval by the Audit Committee, the parties entered into Amendment No. 2 to Lease Agreement on April 21, 2023 (the “Lease Amendment”) which extends the HQ Lease for an additional three (3) year term to expire on February 28, 2026.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1823575/000095017023014131/0000950170-23-014131-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"lease"},{"label":"Counterparty","value":"1830 Charles Street LLC"},{"label":"Value","value":"$27,083.33 per month"},{"label":"Effective","value":"2023-04-21"}],"fact_type":"material_agreement"},{"claim_id":"6a4089aaada40bcb6090aebfcf27ab41b60c1243","claim":"ZeroFox Holdings, Inc. amended Stifel LSA Amendment with Stifel Bank valued at $22.5 million (effective 2023-04-21).","evidence_excerpt":"On April 21, 2023, ZeroFox, Inc., as borrower (“ZFI”), and ZeroFox Holdings, Inc. (the “Company”) and its other subsidiaries, as guarantors, entered into a seventh amendment (the “Stifel LSA Amendment”) to the loan and security agreement with Stifel Bank which, among other things will increase the aggregate borrowing limit thereunder to $22.5 million and extend the maturity date to June 30, 2025.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1823575/000095017023014131/0000950170-23-014131-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Stifel Bank"},{"label":"Value","value":"$22.5 million"},{"label":"Effective","value":"2023-04-21"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}