Arrive AI Inc. 8-K

What Happened Arrive AI Inc. announced on May 14, 2026 that it entered a Standstill Agreement with Streeterville Capital, LLC related to a prior Securities Purchase Agreement dated March 21, 2025. Under the Standstill Agreement the investor agreed, subject to conditions, to refrain from delivering Purchase Notices under outstanding Pre-Paid Purchases from May 14, 2026 through December 31, 2026. The investor may still submit Purchase Notices on any trading day when Arrive AI’s common stock trades at least 15% above the Nasdaq Minimum Price (as defined by Nasdaq Rule 5635(d)). No additional cash or other consideration was exchanged.

Key Details

• Standstill Agreement date: May 14, 2026; relates to Securities Purchase Agreement dated March 21, 2025.
• Standstill Period: May 14, 2026 through December 31, 2026.
• Exception: Investor may submit Purchase Notices if shares trade ≥15% above the Nasdaq Minimum Price on a given trading day.
• Termination triggers: material breach by the company or an event of default under any Transaction Document; outstanding Pre-Paid Purchases otherwise remain in full force.

Why It Matters This agreement temporarily limits Streeterville Capital’s ability to demand share deliveries under pre-paid purchase arrangements, which can delay or reduce near-term downward pressure from investor-initiated sales of company stock. For shareholders and prospective investors, the standstill can affect the short-term supply of shares available through these purchase mechanisms while leaving the underlying Pre-Paid Purchases intact and subject to reinstatement if the standstill terminates.