Form 8-K Polar Power, Inc. For: Jun 30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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CURRENT REPORT
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Item 1.01 Entry into of a Material Definitive Agreement.
On June 30, 2026, Polar Power, Inc. (the “Company”) issued to Mayers Ventures LLC, a limited liability company organized and existing under the laws of Nevada (“Mayers”), a convertible promissory note in the aggregate principal amount of $275,000 (the “Note”). The consideration price of the Note was $250,000. The Note has an interest rate of 10% per annum, and the maturity date is December 30, 2027.
Mayers has the right to convert the outstanding and unpaid principal amount and interest into the Company’s shares of common stock, $0.0001 par value per share (the “Common Stock”). The conversion price equals 90% of the lowest daily VWAP of the Company’s Common Stock in the 7 trading days ending on the date of the delivery of the applicable conversion notice, subject to a floor price while the Common Stock is listed on the trading market. The Company agreed to include all shares of Common Stock issuable upon the conversion of the Note within the definition of “Registrable Securities” in a registration rights agreement that the Company and the purchasers of a financing intend to enter into. Pursuant to the Note, Mayers also has the right to designate one individual for appointment of election to the board of directors of the Company.
The Note also contain other customary terms and conditions.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On June 30, 2026, the Company issued the Note, as described in Item 1.01 above and incorporated herein by reference.
Item 3.02. Unregistered Sales of Equity Securities.
The disclosures contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.02.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | Promissory Note issued by Polar Power, Inc. to Mayers Ventures LLC, dated June 30, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
Date: July 7, 2026
| POLAR POWER, INC. | ||
| By: | /s/ Arthur D. Sams | |
| Arthur D. Sams President, Chief Executive Officer and Secretary | ||
ATTACHMENTS / EXHIBITS