Intrusion Inc. Announces Warrant Inducement Program

What Happened

• Intrusion Inc. (INTZ) filed an 8‑K reporting that on August 14, 2026 the Board approved a warrant inducement program to encourage cash exercise of certain outstanding common stock purchase warrants. The program runs from August 17, 2026 through 5:00 p.m. ET on August 28, 2026.
• As of August 14, 2026 there were Existing Warrants to purchase up to 3,198,085 shares of common stock (weighted average exercise price ≈ $3.26). During the Effective Period, holders may exercise those Existing Warrants for cash at a temporarily reduced Inducement Exercise Price of $0.795 per share. For each share purchased under this program, the holder will receive one New Warrant (1:1).

Key Details

• Existing Warrants outstanding: up to 3,198,085 underlying shares; prior weighted-average exercise price ≈ $3.26.
• Temporary Inducement Exercise Price: $0.795 per share (effective Aug 17–Aug 28, 2026). This $0.795 includes $0.125 per share attributable to the purchase price of each New Warrant per Nasdaq guidance.
• New Warrants: each entitles holder to buy one share at an initial exercise price of $0.67; New Warrants are non‑exercisable until exactly 6 months + 1 day after issuance and expire five years after they first become exercisable.
• If all Existing Warrants were exercised at $0.795, gross cash proceeds would be approximately $2.54 million (3,198,085 × $0.795). New Warrants could create additional potential dilution equal to the number of shares purchased during the offer if later exercised.

Why It Matters

• This program is intended to generate near‑term cash from warrant holders by offering a steep temporary discount versus the prior average exercise price. The company could raise roughly $2.5M if all eligible warrants are exercised during the window.
• Investors should note potential dilution: immediate issuance of common shares upon exercise plus the future possibility of additional shares if the New Warrants are later exercised (subject to the six‑month lock and five‑year expiry).
• The program was structured to comply with Nasdaq listing rules (including Rules 5635(d) and 5635(b)), and the full form of the inducement letter is filed as Exhibit 10.1 to the 8‑K.