---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-053608"
form_type: "8-K"
ticker: null
cik: "0000719274"
company_name: "GRESHAM WORLDWIDE, INC."
filed_at: "2023-10-17T23:59:59+00:00"
generated_at: "2026-06-09T22:57:24.846069+00:00"
event_type: "debt"
sentiment: "negative"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Giga-tronics exchanges $1.67M notes for $2M each, maturity extended, new warrants issued

## Summary
- Principal of each converted note increased from $1.6667M to $2M; maturity extended to April 11, 2024; interest rate reduced to 7% from 10%.
- Issued new five-year warrants for 333,333 shares per buyer; additional 833,333 warrant shares per buyer due to failure of uplist.
- Ault Lending extended its note maturities to Jan 15, 2025, subordinated to new notes, and agreed to accrue interest while new notes outstanding.
- Working capital covenant: minimum increase of $250k/quarter for Q4 2023 and Q1 2024, then $500k/quarter thereafter.
- Exchange exempt from registration under Section 3(a)(9) of the Securities Act.

## SEC filing metadata
- accession: 0000950170-23-053608
- form_type: 8-K
- cik: 0000719274
- company_name: GRESHAM WORLDWIDE, INC.
- filed_at: 2023-10-17T23:59:59+00:00
- event_type: debt
- sentiment: negative
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/719274/000095017023053608/0000950170-23-053608-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/719274/000095017023053608/giga-20231011.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-053608
- JSON: https://secwatch.observer/filing/0000950170-23-053608.json
- Plain text: https://secwatch.observer/filing/0000950170-23-053608.txt

## Key facts
- Debt Financings
  GRESHAM WORLDWIDE, INC. amended convertible notes of $2,000,000 with two accredited investors at 7% per year maturing April 11, 2024.
  - Instrument: convertible notes
  - Principal: $2,000,000
  - Counterparty: two accredited investors
  - Rate: 7% per year
  - Maturity: April 11, 2024
  - Event: amendment
  source text: January 11, 2023 (the “Previous 8-K”)), including the conversion price, except: (A) the maturity date of the New Notes is April 11, 2024, (B) the principal of each New Note is $2,000,000, (C) the interest rate is 7% per year, and (D) the New Notes have a working capital covenant pursuant to which the Company’s working capital, excluding any debt owed to Ault
  evidence_url: https://www.sec.gov/Archives/edgar/data/719274/000095017023053608/0000950170-23-053608-index.htm
- Material Agreements
  GRESHAM WORLDWIDE, INC. entered into Exchange and Waiver Agreement with two accredited investors (effective 2023-10-11).
  - Action: entry
  - Counterparty: two accredited investors
  - Effective: 2023-10-11
  source text: On October 11, 2023, Giga-tronics Incorporated (the “Company”) entered into an Exchange and Waiver Agreement (the “Agreement”) with two accredited investors (the “Buyers”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/719274/000095017023053608/0000950170-23-053608-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.