---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-24-016458"
form_type: "8-K"
ticker: "XTIA"
cik: "0001529113"
company_name: "XTI Aerospace, Inc."
filed_at: "2024-02-23T23:59:59+00:00"
generated_at: "2026-06-05T16:59:19.494260+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Inpixon divests Grafiti LLC (Saves, Shoom, GYG) to CEO for $1M; updates XTI merger pro formas

## Summary
- Entered Equity Purchase Agreement on Feb 16, 2024 to sell 100% of Grafiti LLC to Grafiti Group LLC, controlled by CEO Nadir Ali, for minimum $1M in two annual $500k installments.
- Divestiture closed Feb 21, 2024, covering Saves, Shoom, and Game Your Game businesses as required Solutions Divestiture prior to XTI merger.
- Updated pro forma financials for Inpixon-XTI merger reflect 1:100 reverse stock split, debt/liabilities conversion into equity, and proposed XTI equity financing.
- Merger accounted for as reverse acquisition with XTI as accounting acquirer; goodwill and intangibles based on preliminary estimates.

## SEC filing metadata
- accession: 0001213900-24-016458
- form_type: 8-K
- ticker: XTIA
- cik: 0001529113
- company_name: XTI Aerospace, Inc.
- filed_at: 2024-02-23T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1529113/000121390024016458/0001213900-24-016458-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1529113/000121390024016458/ea0200243-8k425_inpixon.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-24-016458
- JSON: https://secwatch.observer/filing/0001213900-24-016458.json
- Plain text: https://secwatch.observer/filing/0001213900-24-016458.txt

## Key facts
- M&A Transactions
  XTI Aerospace, Inc. completed a disposition involving Grafiti Group LLC for $1,000,000 (closed 2024-02-21).
  - Action: disposition
  - Counterparty: Grafiti Group LLC
  - Consideration: $1,000,000
  - Closing: 2024-02-21
  source text: Inpixon Limited. Pursuant to the Equity Purchase Agreement, Purchaser will purchase from Inpixon 100% of the equity interest in Grafiti LLC for a minimum purchase price of $1,000,000 paid in two annual cash installments of $500,000 due within 60 days after December 31, 2024 and 2025. The purchase price and annual cash installment payments will be (i) increased
  evidence_url: https://www.sec.gov/Archives/edgar/data/1529113/000121390024016458/0001213900-24-016458-index.htm
- Material Agreements
  XTI Aerospace, Inc. entered into Equity Purchase Agreement with Grafiti Group LLC valued at minimum purchase price of $1,000,000 paid in two annual cash installments of $500,000 (effective 2024-02-16).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Grafiti Group LLC
  - Value: minimum purchase price of $1,000,000 paid in two annual cash installments of $500,000
  - Effective: 2024-02-16
  source text: As part of the Solutions Divestiture, on February 16 , 2024, Inpixon entered into an Equity Purchase Agreement (the “Equity Purchase Agreement”) to divest the businesses held by Grafiti LLC, a wholly-owned subsidiary of Inpixon (the “Covered Business”), by transferring 100% of the equity interest in Grafiti LLC to Grafiti Group LLC (“Purchaser”), a holding company controlled by Inpixon’s director and Chief Executive Officer, Nadir Ali.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1529113/000121390024016458/0001213900-24-016458-index.htm

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