Form 8-K BRAIN SCIENTIFIC INC. For: Mar 02

 

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 (Date of earliest event reported): March 2, 2021

 

BRAIN SCIENTIFIC INC.

(Exact Name of Registrant as Specified in Charter)

 

Nevada		333-209325		81-0876714
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

125 Wilbur Place, Suite 170

Bohemia, NY 11716

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (917) 388-1578 

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

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 14a-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:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Not applicable		Not applicable		Not applicable

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 

 

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 1.01

Entry Into A Material Agreement.

 

The information set forth in Item 2.03 is incorporated by reference into this Item 1.01.

 

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

 

From March 2, 2021 through March 4, 2021, Brain Scientific Inc. entered into allonges with certain of the holders of its promissory notes, as follows:

 

●

Allonge #2 to Promissory Note in favor of ProudLiving, LLC, pursuant to which the maturity date was extended to February 21, 2022;

 

●

Allonge #2 to Convertible Promissory Note in favor of John Silvestri, pursuant to which the outside maturity date was extended to February 21, 2022;

 

●

Allonge #2 to Convertible Promissory Note in favor of Len P. Mertz, pursuant to which the outside maturity date was extended to January 18, 2022; and

 

●

Allonge #2 to Convertible Promissory Note in favor of Leonard Mazur, pursuant to which the outside maturity date was extended to January 18, 2022;

 

The foregoing is a brief description of the terms of the allonges and is qualified in its entirety by reference to the full text of the allonges.

 

 

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: March 8, 2021

 

	BRAIN SCIENTIFIC INC.
	By:	/s/ Boris Goldstein
	Name:	Boris Goldstein
	Title:	Chairman of the Board, Secretary and Executive Vice President

 

 

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