---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-24-022845"
form_type: "8-K"
ticker: "ALLR"
cik: "0001860657"
company_name: "Allarity Therapeutics, Inc."
filed_at: "2024-03-15T23:59:59+00:00"
generated_at: "2026-06-04T17:59:08.280691+00:00"
event_type: "debt"
sentiment: "negative"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Allarity Therapeutics issues $660K senior convertible note to 3i LP; Series A conversion price reduced to $0.3501

## Summary
- Issued $660K principal senior convertible note (8% interest, due March 2025) to 3i, LP at $600K purchase price (approx. 10% original issue discount).
- Note convertible into common stock at $0.3501/share; conversion limited to 4.99% ownership cap.
- Series A Preferred Stock conversion price amended from $0.405 to $0.3501 in connection with the transaction.
- Net proceeds to be used for accounts payable and working capital; restrictive covenants include no additional debt >$250K without consent.
- Note issued in unregistered transaction under Section 4(a)(2)/Regulation D to an accredited investor.

## SEC filing metadata
- accession: 0001213900-24-022845
- form_type: 8-K
- ticker: ALLR
- cik: 0001860657
- company_name: Allarity Therapeutics, Inc.
- filed_at: 2024-03-15T23:59:59+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, 3.03, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1860657/000121390024022845/0001213900-24-022845-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1860657/000121390024022845/ea0201874-8k_allarity.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-24-022845
- JSON: https://secwatch.observer/filing/0001213900-24-022845.json
- Plain text: https://secwatch.observer/filing/0001213900-24-022845.txt

## Key facts
- Debt Financings
  Allarity Therapeutics, Inc. incurred convertible notes of $660,000 with 3i, LP at 8% per annum maturing March 14, 2025.
  - Instrument: convertible notes
  - Principal: $660,000
  - Counterparty: 3i, LP
  - Rate: 8% per annum
  - Maturity: March 14, 2025
  - Event: incurrence
  source text: On March 14, 2024 (the “Subsequent Closing”), we issued and sold to the Purchaser a senior convertible promissory note in an aggregate principal amount of $660,000 (the “Principal Amount”) due on March 14, 2025 (the “Note,”
  evidence_url: https://www.sec.gov/Archives/edgar/data/1860657/000121390024022845/0001213900-24-022845-index.htm
- Governance Changes
  Allarity Therapeutics, Inc.: Filing of Seventh Certificate of Amendment to Amended and Restated Certificate of Designations of Series A Convertible Preferred Stock to reduce conversion price from $0.405 to $0.3501 (effective 2024-03-14).
  - Change: charter amendment
  - Effective: 2024-03-14
  source text: On March 14, 2024, we filed the Seventh Amendment to change the “Conversion Price” from $0.405 to $0.3501.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1860657/000121390024022845/0001213900-24-022845-index.htm
- Material Agreements
  Allarity Therapeutics, Inc. entered into Securities Purchase Agreement (Note) with 3i, LP valued at $660,000 senior convertible promissory note, 8% interest, conversion price $0.3501 (effective 2024-03-14).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: 3i, LP
  - Value: $660,000 senior convertible promissory note, 8% interest, conversion price $0.3501
  - Effective: 2024-03-14
  source text: Item 1.01 Entry into a Material Definitive Agreement. Subsequent Closing As previously disclosed, on January 18, 2024, Allarity Therapeutics, Inc., a Delaware corporation (“we,” “our,” or the “Company”), entered into a Securities Purchase Agreement, as amended by the First Amendment to Securities Purchase Agreement, dated as of January 25, 2024 (as so amended, the “Purchase Agreement”) with 3i, LP, a Delaware limited partnership (the “Purchaser” and together with us, the “Parties”). On March 14, 2024 (the “Subsequent Closing”), we issued and sold to the Purchaser a senior convertible promissory note in an aggregate principal amount of $660,000 (the “Principal Amount”) due on March 14, 2025 (the “Note,” and together with the Notes issued on January 18, 2024 and February 13, 2024, and the Purchase Agreement, the “Transaction Documents”) for an aggregate purchase price of $600,000, representing an approximately 10% original issue discount (the “Transaction”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1860657/000121390024022845/0001213900-24-022845-index.htm

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