{"schema_version":"secwatch.filing_event.v1","accession":"0000950170-23-032607","form_type":"8-K","ticker":null,"cik":"0001777946","company_name":"IronNet, Inc.","filed_at":"2023-07-12T23:59:59+00:00","discovered_at":"2026-05-14T18:03:35.192831+00:00","generated_at":"2026-06-13T09:32:37.151498+00:00","sec_items":["1.01","5.02","2.03","3.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"negative","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"IronNet enters take-private deal with C5 affiliate; CEO replaced; warns cash may run out by end-July","bullets":["C5 CC Ferrous to provide up to $15.48M pre-closing funding; first tranche of $1.75M received.","CEO Keith Alexander resigns, remains Chairman; Linda Zecher appointed CEO and director; Cameron Pforr named President.","Company expects existing cash will not meet operating needs beyond July 2023; may need to file for bankruptcy.","Post-closing, JV to provide up to $51M additional financing; company to pursue stock split and delisting from NYSE.","Pre-closing notes are senior secured convertibles at 12% interest; conversion rate at 70% of trading price."],"urls":{"canonical":"https://secwatch.observer/filing/0000950170-23-032607","json":"https://secwatch.observer/filing/0000950170-23-032607.json","markdown":"https://secwatch.observer/filing/0000950170-23-032607.md","text":"https://secwatch.observer/filing/0000950170-23-032607.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/irnt-20230711.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-13T09:32:37.151498+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":"4fe8b69e03b2199e9ad017baf159de772cae3560","claim":"IronNet, Inc. incurred convertible notes of $1,750,000 with C5 CC Ferrous, LLC at 12% per annum maturing 12 months after the issuance date.","evidence_excerpt":"the JV completed the first Funding Tranche, and the Company issued a Pre-Closing Note in the original principal amount of $1,750,000 to the JV. Each Pre-Closing Note will bear interest at a rate of 12% per annum from the date of issuance, and have a maturity date 12 months after the issuance date of the applicable Pre-Closing Note.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$1,750,000"},{"label":"Counterparty","value":"C5 CC Ferrous, LLC"},{"label":"Rate","value":"12% per annum"},{"label":"Maturity","value":"12 months after the issuance date"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"287ca1bf1d","claim":"Linda Zecher Higgins was appointed as Director at IronNet, Inc..","evidence_excerpt":"the Board, upon recommendation of the Nominating and Governance Committee of the Board, appointed Ms. Zecher as a director of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"44a27f6d50","claim":"Keith Alexander resigned as Chief Executive Officer at IronNet, Inc..","evidence_excerpt":"General Keith Alexander informed the Board of his intention to resign as the Company’s Chief Executive Officer (“ CEO ”), effective immediately pursuant to the Letter Agreement.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"5587bd195a","claim":"Linda Zecher Higgins was appointed as Chief Executive Officer at IronNet, Inc..","evidence_excerpt":"the Company appointed Linda Zecher Higgins as the Company’s CEO, effective as of the Separation Date.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"cc4bc83944","claim":"Cameron Pforr was appointed as President at IronNet, Inc..","evidence_excerpt":"the Company appointed Cameron Pforr, Chief Financial Officer, as the president of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"President"}],"fact_type":"executive_change"},{"claim_id":"7dc48d5c417e7996e9ff4e758d9ac95b9c64e6d3","claim":"IronNet, Inc. entered into Letter Agreement with C5 CC Ferrous, LLC valued at Funding commitments of up to $15,480,000 in Pre-Closing Notes and additional $51,000,000 after take- (effective 2023-07-11).","evidence_excerpt":"On July 11, 2023, the Letter Agreement (the “ Letter Agreement ”) executed on June 16, 2023 between IronNet, Inc., a Delaware corporation (the “ Company ”), and C5 CC Ferrous, LLC, a Delaware limited Liability company (the “ JV ”, and, together with the Company, the “ Parties ”), as amended on July 11, 2023 was deemed executed and delivered by the Parties in accordance with its terms.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"C5 CC Ferrous, LLC"},{"label":"Value","value":"Funding commitments of up to $15,480,000 in Pre-Closing Notes and additional $51,000,000 after take-"},{"label":"Effective","value":"2023-07-11"}],"fact_type":"material_agreement"},{"claim_id":"edf614e2432ac82d9cd8971c0d1f1c277000868e","claim":"IronNet, Inc. entered into Pre-Closing Note (first Funding Tranche) with C5 CC Ferrous, LLC valued at Original principal amount of $1,750,000, interest at 12% per annum, maturity 12 months, convertible (effective 2023-07-11).","evidence_excerpt":"As of the same date, the JV completed the first Funding Tranche, and the Company issued a Pre-Closing Note in the original principal amount of $1,750,000 to the JV.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1777946/000095017023032607/0000950170-23-032607-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"C5 CC Ferrous, LLC"},{"label":"Value","value":"Original principal amount of $1,750,000, interest at 12% per annum, maturity 12 months, convertible"},{"label":"Effective","value":"2023-07-11"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}