AppTech Payments Corp.: issues $560,000 promissory note and 80,000 shares to GS Capital

What happened AppTech Payments Corp reported that on Sep 29, 2026 it entered into a Securities Purchase Agreement with GS Capital Partners, LLC pursuant to which the company issued a promissory note in the aggregate principal amount of $560,000 and 80,000 shares of common stock to GS Capital. The note was issued with an original issue discount of $55,000, resulting in gross proceeds of $505,000 before transaction expenses.

The filing describes the note as bearing interest at 10% per annum, maturing on Nov 28, 2027, convertible at GS Capital’s option at a fixed conversion price of $2.00 per share (subject to adjustment), and containing customary events of default and remedies, including acceleration and a potential default amount equal to 150% of outstanding principal and accrued interest.

Key details

• Note principal: $560,000; original issue discount: $55,000; gross proceeds: $505,000.
• Interest rate: 10% per annum; maturity: Nov 28, 2027.
• Payment schedule: six principal payments of $87,000 each, commencing on the 180th day after the issue date and then every 30 days for five months; final payment of principal and interest due on maturity.
• Conversion: $2.00 per share conversion price (adjustable); default conversion price equals 80% of the lowest 10-day VWAP prior to conversion; beneficial ownership limitation of 4.99%; company must reserve shares for full conversion.

Why it may matter The filing reports Item 1.01 (entry into a material definitive agreement), Item 2.03 (creation of a direct financial obligation), Item 3.02 (unregistered sale of equity securities), and Item 9.01 (exhibits). It describes the issuance of the note and shares, the terms of the note (including conversion and default provisions), and related contractual covenants. This filing does not show why the insider traded or why the company acted.