Edgemode, Inc. Form 8-K Filing

Edgemode, Inc. has entered into a securities purchase agreement with an accredited investor to issue a convertible promissory note with a principal amount of $120,000. The note was issued at a discount, resulting in net proceeds of $92,000 for the company, intended for working capital. The note carries a 15% interest charge and matures on December 15, 2026. Payments are scheduled for September, October, November, and December 2026, totaling $138,000. The note is convertible into common stock under certain conditions, including an event of default, at a price that is 61% of the lowest closing price in the 20 trading days prior to conversion. Standard events of default are outlined, including failure to make payments or comply with SEC reporting requirements. Upon default, the outstanding balance becomes immediately due, with penalties including 150% of the principal, accrued interest, and default interest at 22% per annum. The holder also has the right to convert the outstanding balance into common stock. Conversions are subject to a 4.99% beneficial ownership limitation. The note was issued privately under an exemption from registration.