Current Report Filing (8-k)
August 29 2022 - 10:14AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934
Date of Report: August
18, 2022
INNERSCOPE HEARING TECHNOLOGIES,
INC.
(Exact name of Registrant
as specified in its Charter)
| Nevada |
333-209341 |
46-3096516 |
| (State or Other Jurisdiction of |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| Incorporation) |
|
|
2151 Professional Drive,
Second Floor, Roseville, CA 95661
(Address of Principal Executive
Offices)
(916)218-4100
(Registrant’s Telephone
Number, including area code)
Check the appropriate box
below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following
provisions (see general instruction A.2. below):
☐ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting
material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b)
of the Act: None.
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☑
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.02 TERMINATION OF A MATERIAL
DEFINITIVE AGREEMENT
On August 18, 2022, GS Capital Partners, LLC
agreed to forgive certain convertible promissory notes issued by the Registrant. Specifically, convertible promissory notes in the following
principal amounts and executed on the following dates were forgiven in their entirety, and all associated notes, pledge agreements and
security agreements are terminated: (i) a $60,000 convertible promissory note dated January 30, 2020, (ii) a $195,000 convertible promissory
note dated February 5, 2021, (iii) a $262,000 convertible promissory note dated February 18, 2022, (iv) a $262,000 convertible promissory
note dated March 11, 2022 and (v) a $262,000 convertible promissory note dated March 30, 2022, (v) a $262,000 convertible promissory note
dated April 13, 2022, (vi) a $262,000 convertible promissory note dated April 29, 2022, (vii) a $330,000 convertible promissory note dated
May 24, 2022, (viii) two $600,000 promissory notes dated May 24, 2022, each secured by a different asset; (ix) a $113,335 promissory note
dated June 23, 2022, (x) a $91,750 promissory note dated July 11, 2022, (xi) a $124,125 promissory note dated July 21, 2022, and (xii)
a $124,125 promissory note dated August 4, 2022. In total, debt in the principal amount of $3,548,335 owed by the Registrant was forgiven
by GS Capital Partners, LLC. As a result, the Registrant has no outstanding convertible promissory notes issued to GS Capital Partners,
LLC or any other financial lender.
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: August 24, 2022
| |
INNERSCOPE HEARING TECHNOLOGIES, INC. |
| |
|
| |
By: /s/ Matthew Moore
Name: Matthew Moore
Title: Chief Executive Officer and Director |
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