Reference is made to the disclosure under Item 1.01 above which is hereby incorporated in this Item 3.02 by reference. The Milestone Warrants and the shares of common stock issuable upon exercise of the Milestone Warrants have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state, and are being offered and sold in reliance on the exemption from registration under the Securities Act, afforded by Section 4(a)(2) and/or Rule 506 promulgated thereunder.
Material AgreementsSEC 8-K Item 1.01/1.02confidence 0.9
Charging Robotics Inc. amended Earn-Out Milestone Amendment Agreement with certain holders of warrants (effective 2026-03-23).
Action
amendment
Counterparty
certain holders of warrants
Effective
2026-03-23
Exact text from the filing
On March 23, 2026, Charging Robotics Inc. (the "Company") entered into an Earn-Out Milestone Amendment Agreement (the "Amendment Agreement") with certain holders (the "Holders") of warrants (the "Milestone Warrants") previously issued by the Company to Xylo Technologies Ltd. (formerly known as Medigus Ltd.) ("Xylo") pursuant to a Securities Exchange Agreement dated March 28, 2023 (the "Exchange Agreement"), which Milestone Warrants were subsequentially transferred among Xylo and such Holders.
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