--- schema_version: "secwatch.filing_event.v1" accession: "0001477932-24-000155" form_type: "8-K" ticker: null cik: "0001892480" company_name: "Hempacco Co., Inc." filed_at: "2024-01-12T23:59:59+00:00" generated_at: "2026-06-07T00:08:01.235216+00:00" event_type: "debt" sentiment: "negative" materiality_score: 0.65 calibrated_materiality_score: 0.65 confidence: "high" source: SEC EDGAR --- # Hempacco raises ~$697k via convertible note; receives Nasdaq delisting notice for missing annual meeting ## Summary - Issued $774,444 convertible note to Mast Hill Fund for net proceeds of $627,742 after fees. - Issued warrants for 335,591 shares at $1.50 exercise price and 77,441 commitment shares. - Note matures in 12 months; monthly amortization of ~$129k begins 4 months after closing. - Received Nasdaq notice for failure to hold annual meeting within 12 months of FY2022 year-end; 45 days to submit compliance plan. - Proceeds allocated first to purchase order #213420187, then to business development and operating capital. ## SEC filing metadata - accession: 0001477932-24-000155 - form_type: 8-K - cik: 0001892480 - company_name: Hempacco Co., Inc. - filed_at: 2024-01-12T23:59:59+00:00 - event_type: debt - sentiment: negative - materiality_score: 0.65 - calibrated_materiality_score: 0.65 - confidence: high - sec_items: 1.01, 2.03, 3.01, 3.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1892480/000147793224000155/0001477932-24-000155-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1892480/000147793224000155/hpco_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001477932-24-000155 - JSON: https://secwatch.observer/filing/0001477932-24-000155.json - Plain text: https://secwatch.observer/filing/0001477932-24-000155.txt ## Key facts - Debt Financings Hempacco Co., Inc. incurred convertible notes of $774,444.44 with Mast Hill Fund, L.P. at 10% per annum maturing 12 months following the issue date. - Instrument: convertible notes - Principal: $774,444.44 - Counterparty: Mast Hill Fund, L.P. - Rate: 10% per annum - Maturity: 12 months following the issue date - Event: incurrence source text: Additional Tranche of Funding On January 9, 2024, the Company entered into its final securities purchase agreement (the “ SPA ”) as part of the Financing Transactions (for its third transaction with Mast Hill), and the Company sold to Mast Hill Fund, L.P., a Delaware limited partnership (“ Mast Hill ”), (i) a convertible promissory note in the principal amount of $774,444.44 (the “ Note ”), (ii) warrants to purchase 335,591 shares of Common Stock (the “ Warrants ”), and (iii) 77,441 shares of Common Stock (the “ Shares ”), for an aggregate purchase price of $696,999.99 (the “ Third Mast Hill Transaction ”), and the Company granted Mast Hill certain registration rights pursuant to a registration rights agreement with Mast Hill (the “ RRA ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1892480/000147793224000155/0001477932-24-000155-index.htm - Listing & Compliance Notices Hempacco Co., Inc. received a nasdaq noncompliance notice notice regarding other (rules 5620(a), 5810(c)(2)(G)). - Exchange: nasdaq - Notice: noncompliance notice - Rules: 5620(a), 5810(c)(2)(G) source text: January 9, 2024, the Company received a written notice (the “ Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market (“ Nasdaq ”) indicating that the Company is not in compliance with Nasdaq’s annual meeting requirement as set forth in Listing Rules 5620(a) and 5810(c)(2)(G) (the “ Annual Meeting Requirement ”). The Notice does not result in the immediate delisting of the Company’s common stock from The Nasdaq Capital Market. The Nasdaq listing rules require the Company to have an annual meeting of shareholders within twelve months of end of the Company’s fiscal year e evidence_url: https://www.sec.gov/Archives/edgar/data/1892480/000147793224000155/0001477932-24-000155-index.htm - Material Agreements Hempacco Co., Inc. entered into Registration Rights Agreement with Mast Hill Fund, L.P. valued at Company to file registration statement within 90 days, effective within 120 days (effective 2024-01-09). - Action: entry - Counterparty: Mast Hill Fund, L.P. - Value: Company to file registration statement within 90 days, effective within 120 days - Effective: 2024-01-09 source text: Additional Tranche of Funding On January 9, 2024, the Company entered into its final securities purchase agreement (the “ SPA ”) as part of the Financing Transactions (for its third transaction with Mast Hill), and the Company sold to Mast Hill Fund, L.P., a Delaware limited partnership (“ Mast Hill ”), (i) a convertible promissory note in the principal amount of $774,444.44 (the “ Note ”), (ii) warrants to purchase 335,591 shares of Common Stock (the “ Warrants ”), and (iii) 77,441 shares of Common Stock (the “ Shares ”), for an aggregate purchase price of $696,999.99 (the “ Third Mast Hill Transaction ”), and the Company granted Mast Hill certain registration rights pursuant to a registration rights agreement with Mast Hill (the “ RRA ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1892480/000147793224000155/0001477932-24-000155-index.htm - Material Agreements Hempacco Co., Inc. entered into Securities Purchase Agreement with Mast Hill Fund, L.P. valued at $774,444.44 principal amount of convertible promissory note, warrants to purchase 335,591 shares, 77 (effective 2024-01-09). - Action: entry - Agreement: equity purchase - Counterparty: Mast Hill Fund, L.P. - Value: $774,444.44 principal amount of convertible promissory note, warrants to purchase 335,591 shares, 77 - Effective: 2024-01-09 source text: On January 9, 2024, the Company entered into its final securities purchase agreement (the “ SPA ”) as part of the Financing Transactions (for its third transaction with Mast Hill), and the Company sold to Mast Hill Fund, L.P., a Delaware limited partnership (“ Mast Hill ”), (i) a convertible promissory note in the principal amount of $774,444.44 (the “ Note ”), (ii) warrants to purchase 335,591 shares of Common Stock (the “ Warrants ”), and (iii) 77,441 shares of Common Stock (the “ Shares ”), for an aggregate purchase price of $696,999.99 (the “ Third Mast Hill Transaction ”), and the Company granted Mast Hill certain registration rights pursuant to a registration rights agreement with Mast Hill (the “ RRA ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1892480/000147793224000155/0001477932-24-000155-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.