AMC Robotics Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement
On April 7, 2026 and May 19, 2026, AMC Robotics Corporation (the “Company”) entered into two Simple Agreements for Future Equity (each, a “SAFE” and collectively, the “SAFEs”) with Etronium AI Inc., a North Carolina corporation (“Etronium”), pursuant to which the Company invested an aggregate of $1,000,000 in Etronium, consisting of a $500,000 investment under each SAFE.
Each SAFE provides the Company with the right to receive certain shares of Etronium’s capital stock upon the occurrence of certain future events, including an equity financing, liquidity event or dissolution event, subject to the terms and conditions set forth therein. Each SAFE has a specific post-money valuation cap.
Upon the closing of an equity financing by Etronium prior to the termination of the applicable SAFE, such SAFE will automatically convert into the greater of: (i) the number of shares of Etronium’s standard preferred stock equal to the applicable purchase amount divided by the lowest price per share of the standard preferred stock issued in such equity financing; or (ii) the number of shares of Etronium’s SAFE preferred stock equal to the applicable purchase amount divided by the SAFE price, in each case as more fully described in the applicable SAFE.
Upon a liquidity event prior to the termination of the applicable SAFE, the Company will be entitled to receive, subject to the liquidation priority set forth in the applicable SAFE, a portion of the proceeds equal to the greater of: (i) the applicable purchase amount; or (ii) the amount payable on the number of shares of Etronium common stock equal to the applicable purchase amount divided by the liquidity price, in each case as more fully described in the applicable SAFE. Upon a dissolution event prior to the termination of the applicable SAFE, the Company will be entitled to receive, subject to the liquidation priority set forth in the applicable SAFE, a portion of the proceeds equal to the applicable purchase amount.
The foregoing description of the SAFEs does not purport to be complete and is qualified in its entirety by reference to the full text of the SAFEs, the form of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On June 4, 2026, the Company issued a press release announcing the investment. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Index
| Exhibit No. | Description | |
| 10.1 | Form of Simple Agreement for Future Equity by and between Etronium AI Inc. and AMC Robotics Corporation. | |
| 99.1 | Press release. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
SIGNATURE
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 hereunto duly authorized.
| Dated: June 4, 2026 | AMC ROBOTICS CORPORATION. | |
| By: | /s/ Min Ma | |
| Name: | Min Ma | |
| Title: | VP, Finance | |