secwatch / observer
8-K filed November 14, 2025, 6:59 PM ET ticker XWEL CIK 0001410428
other material confidence high sentiment neutral materiality 0.75

XWELL exchanges $1.55M Series G Preferred for $3.39M convertible notes; amends terms

XWELL, Inc.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

XWELL, Inc. issued convertible note to holders of Series G Convertible Preferred Stock for senior secured convertible notes in the aggregate principal amount of $3,387,138.80.

Security
convertible note
Purchaser
holders of Series G Convertible Preferred Stock
Consideration
senior secured convertible notes in the aggregate principal amount of $3,387,138.80
Exact text from the filing
the Company agreed to exchange a portion of the Company’s outstanding shares of Series G Preferred Stock, including all accrued and unpaid dividends thereon equal to $1,553,806.00 in aggregate Stated Value, held by the Holders, for senior secured convertible notes in the aggregate principal amount of $3,387,138.80
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Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

XWELL, Inc. issued preferred stock to holders of Series G Convertible Preferred Stock.

Security
preferred stock
Purchaser
holders of Series G Convertible Preferred Stock
Exact text from the filing
the Company filed the Certificate of Amendment with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Designations to (i) reduce the conversion price of the Series G Preferred Stock to $1.00, (ii) remove the restrictive covenant requiring the Company to maintain unencumbered, unrestricted cash and cash equivalents on hand in an amount equal to at least 200% of the shares of common stock, par value $0.01 per share (“Common Stock”), issuable upon conversion of the outstanding shares of Series G Preferred Stock, (iii) amend the definition of “Make-Whole Amount,” such that it now means an amount equal to the amount of additional dividends that would accrue at the dividend rate then in effect assuming for calculation purposes that the Stated Value as of the Closing Date remained outstanding through and including the Maturity Date (as defined in the Certificate of Designations), (iv) add certain anti-dilution provisions such that the Seri
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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

XWELL, Inc.: Amended Certificate of Designations of Series G Convertible Preferred Stock to reduce conversion price, remove restrictive covenant, amend Make-Whole Amount definition, add anti-dilution provisions, and add acceleration provisions (effective 2025-11-07).

Change
charter amendment
Effective
2025-11-07
Exact text from the filing
On November 7, 2025, the Company filed the Certificate of Amendment with the Secretary of State of the State of Delaware.
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11 equity issuances filed in the last 30 days. Browse all equity issuances →

XWELL, Inc. filing history →

Source: SEC EDGAR
accession 0001104659-25-112475
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