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): June 28, 2024

SCWorx Corp.

(Exact name of registrant as specified in its charter)

590 Madison Avenue, 21st Floor

New York, New York 10022

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (844) 472-9679

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act: None.

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

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 DEFINITIVE AGREEMENT

Amendment and Restatement of Outstanding Promissory Note

As previously reported, on April 12, 2024, SCWorx Corp. (the “Registrant”) issued a secured promissory note in the face amount of $330,000, in exchange for which it received cash in the amount of $300,000 (“Note”). In addition to the original issue discount of $30,000, the note bears interest at the rate of 5% per annum, is secured by all the Registrant’s assets and was originally due and payable May 10, 2024. Since May 10, 2024, the Registrant and the holder of the Note have serially and on a weekly basis amended and restated the Note, most recently on June 28 and July 5, 2024, so that the maturity date of the Note is now July12, 2024.

ITEM 8.01 OTHER

Payment of Arbitration Award

As previously disclosed, the Registrant is indebted to a vendor pursuant to a judgment on qn arbitration award in the amount of approximately $502,000 (including interest). The vendor had previously agreed not to enforce its judgment until June 13, 2024. The Registrant anticipates entering into a definitive agreement that will provide for satisfaction of the judgment through the issuance of shares of the Registrant’s common stock. Although the vendor currently has the right to enforce its judgment, the Registrant does not anticipate that the vendor will do so, pending the expected execution and delivery of a definitive settlement agreement.

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.

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