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ISUN, INC. Form 8-K: Current report

ISUN, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2024-06-07: Form 8-K; Period of report 2024-06-07; Description 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 1.03.
  • 2024-05-31: Form 8-K; Period of report 2024-05-31; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
  • 2024-05-20: Form 8-K; Period of report 2024-05-20; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
  • 2024-05-15: Form 8-K; Period of report 2024-05-15; Description 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; Details 2.04.
FiledFormPeriod of reportDescriptionDetailsDocument
2024-06-078-K2024-06-071.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events1.03 On June 3, 2024 (the “Petition Date”), iSun, Inc. (the “Company”) and certain of its subsidiaries (such subsidiaries, each a “Debtor,” and together with the Company, the “Debtors”) filed a voluntary petition for reorganization under chapter 11 of title 11 of the U.S. Code (the “Bankruptcy Code”) in the Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) (the “Chapter 11 Cases”).
2.04 Triggering Events that Accelerate/Increase Direct Financial Obligation or Off-Balance Sheet Arrangement Obligation.
3.01 As previously disclosed, The Nasdaq Stock Market, LLC (“Nasdaq”) suspended trading in the Common Stock of the Company on May 23, 2024, due to noncompliance with Nasdaq Listing Rule 5550(a)(2).
5.02 Appointment of Rob Vanderbeek as Chief Restructuring Officer.
8.01 On June 5, 2024, the Bankruptcy Court approved a variety of “first day” motions seeking customary relief intended to enable the Debtors to continue ordinary course operations during the Chapter 11 Cases by, among other things, making payments upon, or otherwise honoring, certain obligations that arose prior to the Petition Date.
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2024-05-318-K2024-05-311.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth in Item 1.01 is incorporated herein by reference.
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2024-05-208-K2024-05-203.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 As previously disclosed in iSun, Inc.’s (the “Company”) Current Report on Form 8-K filed on May 19, 2023, the Company received notice from The Nasdaq Stock Market (“Nasdaq”) indicating that the Company did not satisfy Nasdaq Listing Rule 5500(a)(2), insofar as the bid price for the Company’s Common Stock was less than $1.00 per share for the previous 30 consecutive business days, and in accordance with the Nasdaq Listing Rules, the Company had been provided a 180-day grace period within which to regain compliance with that requirement, through May 13, 2024.form8-k.htm
2024-05-158-K2024-05-152.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement2.04 On December 12, 2023, iSun, Inc. (the “Company”) and its subsidiaries entered into the Revenue Loan and Security Agreement (the “Loan Agreement”) with Decathlon Specialty Finance, LLC, pursuant to which the Company borrowed the aggregate principal amount of up to $8,000,000, as described in the Company’s Current Report on Form 8-K, dated December 13, 2023.form8-k.htm
2024-04-258-K2024-04-255.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events5.03 In connection with the rescission of the Reverse Split described in Item 8.01 of this Current Report, iSun, Inc. (the “Company”) filed the Company’s Fifth Amended and Restated Certificate of Incorporation with the Delaware Department of State, Division of Corporations on April 25, 2024 (the “Amended Charter”) and the Amended Charter became effective on that date.
8.01 On April 25, 2024 the Board of Directors of the Company elected to rescind the reverse split (the “Reverse Split”) described in the Company’s Current Report on Form 8-K, filed on April 24, 2024, which was anticipated to become effective on April 26, 2024.
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2024-04-248-K2024-04-243.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events3.03 On April 18, 2024, the Board of Directors of iSun, Inc. (the “Company”) approved a one-for-twenty reverse stock split (the “Reverse Split”) of the outstanding Common Stock of the Company, par value $0.00001 per share (the “Original Common”).
5.03 In connection with the Reverse Split described in Item 3.03 of this Current Report, we filed the Company’s Fourth Amended and Restated Certificate of Incorporation with the Delaware Department of State, Division of Corporations on April 24, 2024 (the “Amended Charter”) and the Amended Charter became effective on that date.
8.01 On April 24, 2024, the Company issued a press release announcing the Reverse Split.
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2024-04-228-K2024-04-225.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 Relinquishment by Robert J. Zulkoski of role as Chief Executive Officer.
7.01 On April 22, 2024, the Company issued a press release with respect to Mr. Zulkoski relinquishing his role as Chief Executive Officer, Mr. Peck’s appointment as Chief Executive Officer and Mr. Vanderbeek’s appointment as Interim Chief Financial Officer.
form8-k.htm
2024-03-118-K2024-03-111.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
5.02 Appointment of Robert J. Zulkoski as Chief Executive Officer.
7.01 In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
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2024-03-018-K2024-03-015.07 Submission of Matters to a Vote of Security Holders5.07 On February 27, 2024, the Company held a Special Meeting of Stockholders (the “Special Meeting”).form8-k.htm
2024-02-208-K2024-02-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On February 16, 2024, John Sullivan informed iSun, Inc. (the “Company”) of his decision to resign as Chief Financial Officer of the Company to pursue other opportunities.form8-k.htm