{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-074824","form_type":"8-K","ticker":"PEVM","cik":"0001879848","company_name":"PHOENIX MOTOR INC.","filed_at":"2023-06-27T23:59:59+00:00","discovered_at":"2026-05-14T18:03:41.440960+00:00","generated_at":"2026-06-13T16:34:18.202620+00:00","sec_items":["1.01","2.03","3.02","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Phoenix Motor Inc. enters convertible note financing up to $5.1M","bullets":["Up to $5.1M aggregate principal amount of senior convertible promissory notes issued to investors.","Initial closing of $0.6M; second closing of $1.0M; up to $3.5M additional at investors' discretion.","Notes carry 8.5% original issue discount, mature in 18 months, accrue interest at Prime Rate +4.75% (cash) or +7.75% (stock).","Conversion price: greater of $0.60 floor or 87.5% of 7-day VWAP; full ratchet anti-dilution; variable upon event of default.","Company must obtain shareholder approval by Dec 31, 2023 for issuances exceeding 19.99% of outstanding shares."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-074824","json":"https://secwatch.observer/filing/0001104659-23-074824.json","markdown":"https://secwatch.observer/filing/0001104659-23-074824.md","text":"https://secwatch.observer/filing/0001104659-23-074824.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1879848/000110465923074824/0001104659-23-074824-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1879848/000110465923074824/tm2319716d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-13T16:34:18.202620+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":"d51e23b38e8c2c473325556370fc58af4bde7314","claim":"PHOENIX MOTOR INC. incurred senior notes of up to $5.1 million aggregate principal amount with certain investors at Prime Rate plus 4.75% per annum in cash, or Prime Rate plus 7.75% per annum if i maturing 18 months after the date of issuance at each applicable closing.","evidence_excerpt":"On June 23, 2023, Phoenix Motor Inc., a Delaware corporation (the \" Company \"), entered into a Securities Purchase Agreement (the \" SPA \") with certain investors named therein (the \" Investors \"), to issue and sell, subject to the satisfaction of certain closing conditions, up to $5.1 million aggregate principal amount of the Company’s unsecured senior convertible promissory notes (the \" Notes \")","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1879848/000110465923074824/0001104659-23-074824-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"senior notes"},{"label":"Principal","value":"up to $5.1 million aggregate principal amount"},{"label":"Counterparty","value":"certain investors"},{"label":"Rate","value":"Prime Rate plus 4.75% per annum in cash, or Prime Rate plus 7.75% per annum if i"},{"label":"Maturity","value":"18 months after the date of issuance at each applicable closing"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"2e1c8125cca338f94b0037abf5ac6b607770c854","claim":"PHOENIX MOTOR INC. entered into Securities Purchase Agreement with certain investors valued at up to $5.1 million aggregate principal amount (effective 2023-06-23).","evidence_excerpt":"On June 23, 2023, Phoenix Motor Inc., a Delaware corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ SPA ”) with certain investors named therein (the “ Investors ”), to issue and sell, subject to the satisfaction of certain closing conditions, up to $5.1 million aggregate principal amount of the Company’s unsecured senior convertible promissory notes","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1879848/000110465923074824/0001104659-23-074824-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"certain investors"},{"label":"Value","value":"up to $5.1 million aggregate principal amount"},{"label":"Effective","value":"2023-06-23"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}