---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-24-001356"
form_type: "8-K"
ticker: null
cik: "0001781405"
company_name: "Odyssey Semiconductor Technologies, Inc."
filed_at: "2024-01-16T23:59:59+00:00"
generated_at: "2026-06-06T23:23:05.614230+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.35
calibrated_materiality_score: 0.35
confidence: "high"
source: SEC EDGAR
---

# Odyssey Semiconductor issues $190K secured convertible note to Chairman-controlled trust

## Summary
- Issued $190K secured convertible promissory note to Edmunds Trust, where Chairman John Edmunds is trustee.
- Note bears 10% non-compounding interest, matures June 30, 2025; interest paid in common stock at conversion.
- Conversion at 80% of public offering price if IPO≥$5M or exchange listing, else at 20-day VWAP.
- On corporate transaction, note redeemed at 200% of principal plus accrued interest.
- Secured by all assets; ranks junior to prior notes from same holder totaling ~$3.99M.

## SEC filing metadata
- accession: 0001437749-24-001356
- form_type: 8-K
- cik: 0001781405
- company_name: Odyssey Semiconductor Technologies, Inc.
- filed_at: 2024-01-16T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.35
- calibrated_materiality_score: 0.35
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1781405/000143774924001356/0001437749-24-001356-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1781405/000143774924001356/odii20240116_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-24-001356
- JSON: https://secwatch.observer/filing/0001437749-24-001356.json
- Plain text: https://secwatch.observer/filing/0001437749-24-001356.txt

## Key facts
- Debt Financings
  Odyssey Semiconductor Technologies, Inc. incurred convertible notes of $190,000 with Nina and John Edmunds 1998 Family Trust dated January 27, 1998 at ten percent (10%) per annum, on a non-compounding basis maturing the earlier of (i) the date upon which the Promissory Note is converted into equity securities of the Company, or (ii) June 30, 2025.
  - Instrument: convertible notes
  - Principal: $190,000
  - Counterparty: Nina and John Edmunds 1998 Family Trust dated January 27, 1998
  - Rate: ten percent (10%) per annum, on a non-compounding basis
  - Maturity: the earlier of (i) the date upon which the Promissory Note is converted into equity securities of the Company, or (ii) June 30, 2025
  - Event: incurrence
  source text: On January 11, 2024, Odyssey Semiconductor Technologies, Inc. (the “Company”) issued a secured convertible promissory note in the amount of $190,000 (the “Promissory Note”) to the Nina and John Edmunds 1998 Family Trust dated January 27, 1998 (the “Edmunds Trust”), of which the Company’s Chairman, John Edmunds, is the trustee.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1781405/000143774924001356/0001437749-24-001356-index.htm

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