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8-KAccepted Sep 29, 8:00 AM ET

Imunon, Inc. Exchanges $1.2M of Note for Series B Preferred Stock

IMNNImunon, Inc.

Accepted (ET)

8:00 AM

Sep 29, 2026

Filed

Sep 29, 2026

Documents

13

Size

383.7 KB

Summary

Imunon, Inc. Exchanges $1.2M of Note for Series B Preferred Stock

Updated

What Happened

  • Imunon, Inc. announced on its Sept. 29, 2026 Form 8-K that on Sept. 28, 2026 it entered an Exchange Agreement with Streeterville Capital, LLC to exchange $1,200,000 of the principal (plus accrued interest) of a Secured Promissory Note A-1 for 120 shares of newly designated Series B Preferred Stock at $10,000 per share. The A-1 Note’s obligations are reduced by the exchanged amount; all other terms of the A-1 Note remain in effect.
  • The transaction follows a June 2, 2026 securities purchase agreement with Streeterville that originally provided for (i) 250 shares of Series A Preferred ($10,000/share, $2.5M total), (ii) a Secured Promissory Note A-1 ($2.72M original principal), and (iii) a Secured Promissory Note B ($5.0M original principal).

Key Details

  • Exchange date: September 28, 2026; 120 shares of Series B Preferred issued at $10,000 per share in exchange for $1,200,000 of A-1 Note principal (plus accrued interest).
  • Certificate of Designation filed Sept. 28, 2026 designates up to 200 shares of Series B Preferred with a stated value of $12,000 per share and an 8% annual return (the “Preferred Return”) accruing from issuance.
  • Preferred Return may be paid in cash or by issuing additional Series B shares; Series B is non‑convertible and generally non‑voting except in limited circumstances.
  • Company may effect a corporate optional redemption by paying 110% of the applicable Series B Preferred Liquidation Amount; certain events of default can increase the Preferred Return by 15% per year (applicable for up to three separate defaults). Company will be subject to customary covenants while Series B shares remain outstanding.

Why It Matters

  • The exchange reduces the Company’s outstanding A-1 promissory note obligation by $1.2M while creating a new preferred security with a fixed stated value and an 8% annual return. That return can be paid in cash or additional preferred shares, which could affect future cash needs or share count.
  • The Series B terms include potential increased costs if defaults occur (15% annual uplift), a 110% redemption premium on certain redemptions, and customary covenants while shares remain outstanding — all material for creditors and shareholders to monitor.
  • Retail investors should note this is a financing/credit-structure change (not earnings news): it alters Imunon’s capital structure and creates a preferential, non‑voting security with specified payment and default mechanics.

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