Sonic Foundry, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2024-03-28: Form 8-K; Period of report 2024-03-26; Description 1.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure; Details 1.01.
- 2024-03-22: Form 8-K; Period of report 2024-03-20; 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; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; Details 1.03.
- 2024-03-14: Form 8-K; Period of report 2024-03-10; Description 4.01 Changes in Registrant's Certifying Accountant; Details 4.01.
- 2024-03-08: Form 8-K; Period of report 2024-03-04; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2024-03-28 | 8-K | 2024-03-26 | 1.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 The information set forth under Item 2.03 of this Current Report regarding the Loan and regarding the Financing Agreement (as defined below) is incorporated by reference into this Item 1.01. 1.03 Sonic Foundry previously announced on March 21, 2024, that it gave an Assignment for the Benefit of Creditors to an intended Receiver and the intended Receiver petitioned the Dane County Circuit Court in Wisconsin (the “Court”), to appoint himself as receiver (the “Receiver”) of all assets of Sonic Foundry, Inc. (the “Company”). 2.03 On March 26, 2024 the Court issued an order approving post-petition financing between Mark Burish as lender (“Lender”) and Seth E. Dizard in his capacity as Receiver for Sonic Foundry (the “Loan”). the Loan is in the form of a Financing Agreement with the Lender (the “Financing Agreement”), which provides for an initial advance of $50,000 upon entry of the order approving the Loan and for further advances in the sole discretion of the Lender and subject to documentation and at such interest rates as Lender shall in his sole discretion requires. 7.01 Additional information about the Receivership filing, including access to Court records, is available online at Wisconsin Circuit Court, Dane County Wisconsin at wcca.wicourts.gov or in person at the Dane County Wisconsin Clerk of Courts’ Record Center located at 215 S. Hamilton St, Room 1000, Madison, WI 53703. | sofo20240328_8k.htm |
| 2024-03-22 | 8-K | 2024-03-20 | 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; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 1.03 On March 20, 2024, Sonic Foundry gave an Assignment for the Benefit of Creditors to an intended Receiver and the intended Receiver petitioned the Dane County Circuit Court in Wisconsin (the “Court”), to appoint himself as receiver (the “Receiver”) of all assets of Sonic Foundry, Inc. (the “Company”) on March 21, 2024. 2.04 Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement. 5.02 (b) On March 20, 2024, each of Messrs. 7.01 Additional information about the Receivership filing, including access to Court records, is available online at Wisconsin Circuit Court, Dane County Wisconsin at wcca.wicourts.gov or in person at the Dane County Wisconsin Clerk of Courts’ Record Center located at 215 S. Hamilton St, Room 1000, Madison, WI 53703. | sofo20240321_8k.htm |
| 2024-03-14 | 8-K | 2024-03-10 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On March 10, 2024, Sonic Foundry, Inc. (the "Company"), received a letter from its independent auditor, Wipfli, LLP (“Wipfli”) that they were resigning as the independent registered public accountants for the Company effective immediately. | sofo20240314_8k.htm |
| 2024-03-08 | 8-K | 2024-03-04 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (b) On March 4, 2024, Mark D. Burish, a member the Board of Directors (“Board”) of Sonic Foundry, Inc. (“the Company”) since March 2010, and its current non-executive chair, notified the Company of his intention to resign from the Board of Directors effective immediately. | sofo20240308_8k.htm |
| 2024-02-09 | 8-K | 2024-02-06 | 2.01 Completion of Acquisition or Disposition of Assets; 5.07 Submission of Matters to a Vote of Security Holders | 2.01 On February 9, 2024, Sonic Foundry, Inc. (the “Company”) consummated the previously-announced sale of (1) all of the assets of the Company and its wholly owned subsidiary Sonic Foundry Media Systems, Inc. (“SFMS” and, collectively with the Company, the “Sellers”) relating to the Mediasite business other than certain specified excluded assets and (2) all of the outstanding equity interests in the Company’s two foreign subsidiaries, Sonic Foundry International B.V. (formerly Media Mission B.V.) located in the Netherlands and Mediasite K.K. located in Japan (such transactions collectively, the “Mediasite Asset Sale”), pursuant to that certain Stock and Asset Purchase Agreement, dated as of January 2, 2024 (the “Purchase Agreement”), by and among the Company, SFMS, Enghouse Systems Limited (“Enghouse”) and certain wholly owned subsidiaries of Enghouse (collectively, the “Buyer”). 5.07 A special meeting of the stockholders of the Company (the "Special Meeting") was held on February 6, 2024 to vote on matters relating to the Purchase Agreement. | sofo20240209_8k.htm |
| 2024-01-05 | 8-K | 2024-01-02 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | sofo20240104c_8k.htm |
| 2024-01-04 | 8-K | 2024-01-02 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On January 4, 2024, Sonic Foundry, Inc. (the “Company”) reported financial results for the fiscal year and fiscal quarter ended September 30, 2023. 8.01 On January 2, 2024, the Company and Sonic Foundry Media Systems, Inc., a wholly-owned subsidiary of the Company, entered into a Stock and Asset Purchase Agreement (the "Purchase Agreement") with Enghouse Systems Limited ("Parent") and three wholly-owned subsidiaries of Parent (collectively, the “Buyer”), pursuant to which, upon the terms and subject to the satisfaction or waiver of the conditions therein, the Company will sell the assets of its Mediasite business including its Japanese and Dutch subsidiaries to the Buyer for $15.5 million in cash (subject to certain price adjustments set forth in the Purchase Agreement). | sofo20240104_8k.htm |
| 2024-01-02 | 8-K | 2023-12-27 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 On December 27, 2023, Sonic Foundry, Inc. (the “Company”) entered into a Third Amendment to Security Agreement and Promissory Note (the Burish Third Amendment”) with Mark Burish (“Burish”), the Company’s chair of the Board of Directors. | sofo20240102_8k.htm |