---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-25-124513"
form_type: "8-K"
ticker: "EMMA"
cik: "0000822370"
company_name: "Emmaus Life Sciences, Inc."
filed_at: "2025-12-22T23:59:59+00:00"
generated_at: "2026-05-16T12:29:59.255762+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Emmaus Life Sciences exchanges $3M note for $600K note and 6.33M shares (9% dilution)

## Summary
- Exchanged $3M convertible note (10% interest, conversion $0.13) for $600K new note (10%, conversion $0.01 adjustable) and 6,332,692 shares valued at ~$0.38 each.
- The 6.33M common shares represent 9.0% of total outstanding shares post-issuance.
- New note is due on demand; conversion price adjusts quarterly based on average VWAP.
- Issued under Section 3(a)(9) exemption with no additional consideration.
- Holder Dong Seon Kim releases all claims under the old note.

## SEC filing metadata
- accession: 0001213900-25-124513
- form_type: 8-K
- ticker: EMMA
- cik: 0000822370
- company_name: Emmaus Life Sciences, Inc.
- filed_at: 2025-12-22T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/822370/000121390025124513/0001213900-25-124513-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/822370/000121390025124513/ea0270289-8k_emmaus.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-25-124513
- JSON: https://secwatch.observer/filing/0001213900-25-124513.json
- Plain text: https://secwatch.observer/filing/0001213900-25-124513.txt

## Key facts
- Debt Financings
  Emmaus Life Sciences, Inc. incurred convertible notes of $600,000 at 10% maturing due on demand.
  - Instrument: convertible notes
  - Principal: $600,000
  - Rate: 10%
  - Maturity: due on demand
  - Event: incurrence
  source text: On December 17, 2025, Emmaus Life Sciences, Inc. (“we,” “us,” “our,” “Emmaus” and the “company”) entered into an Exchange Agreement dated as of the same day pursuant to which we agreed to issue to a single individual 6,332,692 shares of common stock of the company valued for this purpose at approximately $0.38 per share (the “Exchange Shares”) and a convertible promissory note in the principal amount of $600,000 (the “Exchange Note” and together with the Exchange Shares, the “Exchange Securities”) in exchange for the surrender for cancellation and satisfaction of the principal amount of an outstanding convertible promissory note currently due and payable in the principal amount of $3,000,000 (the “Subject Note”). The Subject Note bore interest at the annual rate of 10%, payable semi-annually, and was convertible at the election of the holder into shares of our common stock at the conversion price of $0.13 per share. The Exchange Note will bear interest at the annual rate of 10%, payabl
  evidence_url: https://www.sec.gov/Archives/edgar/data/822370/000121390025124513/0001213900-25-124513-index.htm

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