Statistiques de base
CIK | 1347022 |
SEC Filings
SEC Filings (Chronological Order)
August 23, 2018 |
PositiveID Corporation 1690 South Congress Avenue, Suite 201 Delray Beach, FL 33445 August 23, 2018 VIA EDGAR Amanda Ravitz, Assistant Director Office of Electronics and Machinery Mail Stop 3030 Division of Corporation Finance Securities and Exchange Commission 100 F Street N. |
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August 6, 2018 |
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): July 31, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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July 25, 2018 |
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): July 23, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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June 22, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 18, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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June 22, 2018 |
Form of Stock Purchase Agreement by and between Holdings ENG, LLC and the Company Exhibit 10.1 FORM OF STOCK PURCHASE AGREEMENT OF SERIES A CONVERTIBLE PREFERRED STOCK AND COMMON STOCK OF E-N-G MOBILE SYSTEMS, INC. (Holdings ENG, LLC and PositiveID Corporation) This Series A Convertible Preferred Stock and Common Stock Purchase Agreement (the “Agreement”) is entered into on June 15, 2018 (“Effective Date”) by Holdings ENG, LLC, a Florida limited liability company (“Purchaser”) |
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May 18, 2018 |
PSID / PositiveID Corp. 10-Q (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33 |
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May 15, 2018 |
PSID / PositiveID Corp. NT 10-Q NT 10-Q 1 nt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition R |
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April 26, 2018 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): April 26, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission ( |
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April 26, 2018 |
PositiveID’s Chairman and CEO Addresses Stockholders EX-99.1 2 ex99-1.htm PositiveID’s Chairman and CEO Addresses Stockholders DELRAY BEACH, FL, April 26, 2018 — PositiveID Corporation (“PositiveID” or “Company”) (OTC: PSIDD), a life sciences company focused on detection and diagnostics, announced today that its Chairman and CEO, William J. Caragol, has issued a letter to stockholders: Dear Fellow Stockholders, This letter is intended to explain our |
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April 17, 2018 |
EX-3.1 2 ex3-1.htm Exhibit 3.1 THIRD CERTIFICATE OF AMENDMENT TO THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED, OF POSITIVEID CORPORATION PositiveID Corporation, a corporation organized and existing under and by virtue of the Delaware General Corporation Law, through its duly authorized officer and by authority of its Board of Directors, does hereby certify that: 1. The name |
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April 17, 2018 |
8-K 1 form8-k.htm 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): April 13, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission ( |
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April 2, 2018 |
PSID / PositiveID Corp. 10-K (Annual Report) 10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: |
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April 2, 2018 |
PositiveID List of Subsidiaries EX-21.1 2 ex21-1.htm Exhibit 21.1 PositiveID Corporation List of Subsidiaries Company Name Country or State of Incorporation or Formation PositiveID Diagnostics, Inc. (f/k/a MicroFluidic Systems, Inc) California Thermomedics, Inc. Nevada ExcitePCR, Corporation Delaware |
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February 23, 2018 |
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): February 19, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commissio |
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February 23, 2018 |
Form of Convertible Promissory Note, dated February 19, 2018, with Apollo Management Group, LLC EX-4.1 2 ex4-1.htm Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STA |
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February 9, 2018 |
8-K 1 form8-k.htm 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): February 5, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission |
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February 9, 2018 |
Form of Convertible Promissory Note, dated February 5, 2018, with Apollo Management Group, LLC EX-4.1 2 ex4-1.htm Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STA |
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February 2, 2018 |
Exhibit 10.1 FORM OF STOCK PURCHASE AGREEMENT OF SERIES A CONVERTIBLE PREFERRED STOCK OF E-N-G MOBILE SYSTEMS, INC. (PositiveID Corporation, Holdings ENG, LLC and E-N-G Mobile Systems, Inc.) This Series A Convertible Preferred Stock Purchase Agreement (the ?Agreement?) is entered into as of January 30, 2018 (?Effective Date?) by and among PositiveID Corporation, a Delaware corporation (?PositiveID |
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February 2, 2018 |
8-K 1 form8-k.htm 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): January 30, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorpor |
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February 2, 2018 |
Form of Convertible Promissory Note, dated February 2, 2018, with M2B Funding Corp. EX-4.1 2 ex4-1.htm Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STA |
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January 12, 2018 |
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): January 8, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of I |
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January 12, 2018 |
Form of Convertible Promissory Note Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECU |
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January 12, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement POSITIVEID CORPORATION (Name |
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January 5, 2018 |
Form of Secured Convertible Promissory Note, dated January 2, 2018, with GHS Investments, LLC Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECU |
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January 5, 2018 |
8-K 1 form8-k.htm 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): January 2, 2018 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorpora |
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January 5, 2018 |
EX-10.1 3 ex10-1.htm Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 2nd day of January, 2018 by and between PositiveID Corp.,(the “Company”), and GHS Investments, LLC (the “Investor”). Recitals A. The Investor wishes to purchase from the Company and the Company wishes to sell and issue to the Investor, upon the terms and conditions stated |
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December 29, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement POSITIVEID CORPORATION (Name |
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November 22, 2017 |
Form of Secured Convertible Promissory Note, dated November 21, 2017, with GHS Investments, LLC EX-4.1 2 ex4-1.htm Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STA |
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November 22, 2017 |
8-K 1 form8-k.htm 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): November 21, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commissio |
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November 22, 2017 |
Form of Securities Purchase Agreement, dated November 21, 2017, with GHS Investments, LLC Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (?Agreement?) is made as of the 21st day of November, 2017 by and between PositiveID Corp.,(the ?Company?), and GHS Investments, LLC (the ?Investor?). Recitals A. The Investor wishes to purchase from the Company and the Company wishes to sell and issue to the Investor, upon the terms and conditions stated in this Agreement: |
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November 22, 2017 |
Form of Convertible Promissory Note, dated November 21, 2017, with Einstein Investments LLC NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXCHANGEABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATE |
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November 13, 2017 |
Form of Securities Purchase Agreement, dated November 13, 2017, with Union Capital, LLC EX-10.9 6 ex10-9.htm Exhibit 10.9 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 13, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 525 Nort |
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November 13, 2017 |
Form of 12% Convertible Redeemable Note, dated November 13, 2017, with Union Capital, LLC EX-10.7 4 ex10-7.htm Exhibit 10.7 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE |
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November 13, 2017 |
Form of 12% Convertible Redeemable Back-End Note, dated November 13, 2017, with Union Capital, LLC Exhibit 10.8 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $52,00 |
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November 13, 2017 |
PSID / PositiveID Corp. 10-Q (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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November 13, 2017 |
EX-10.5 2 ex10-5.htm Exhibit 10.5 ANEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRAT |
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November 13, 2017 |
Form of Securities Purchase Agreement, dated November 9, 2017, with PowerUp Lending Group Ltd EX-10.6 3 ex10-6.htm Exhibit 10.6 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 9, 2017, by and between POSITIVEID CORPORATION, a Delaware corporation, with its address at 1690 South Congress Avenue, Suite 201, Delray Beach, Florida 33445 (the “Company”), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Grea |
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October 13, 2017 |
EX-10.2 5 ex10-2.htm Exhibit 10.2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO R |
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October 13, 2017 |
8-K 1 form8-k.htm 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): October 11, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission |
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October 13, 2017 |
Form of 12% Convertible Redeemable Note, dated October 11, 2017, with Union Capital, LLC EX-4.1 2 ex4-1.htm Exhibit 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “19 |
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October 13, 2017 |
Form of Securities Purchase Agreement, dated October 11, 2017, with Union Capital, LLC EX-10.1 4 ex10-1.htm Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 11, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 5 |
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October 13, 2017 |
Form of 12% Convertible Redeemable Back-End Note, dated October 11, 2017, with Union Capital, LLC Exhibit 4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $52,000 |
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October 6, 2017 |
Form of Collateralized Secured Promissory Note Back End Note EX-10.2 5 ex10-2.htm Exhibit 10.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION |
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October 6, 2017 |
8-K 1 form8-k.htm 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): October 2, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission |
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October 6, 2017 |
Form of Securities Purchase Agreement, dated October 2, 2017, with GW Holdings Group, LLC Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of October 02, 2017, by and between PositiveID Corporation, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, #201, Delray Beach FL, 33445, (the ?Company?), and GW Holdings Group, LLC, A New York limited liability company with its executive offices locate |
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October 6, 2017 |
Form of 12% Convertible Promissory Back-End Note, dated October 2, 2017, with GW Holdings Group, LLC EX-4.2 3 ex4-2.htm Exhibit 4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “19 |
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October 6, 2017 |
Form of 12% Convertible Promissory Note, dated October 2, 2017, with GW Holdings Group, LLC EX-4.1 2 ex4-1.htm Exhibit 4.1 FORM OF POSITIVEID CORPORATION 12% CONVERTIBLE PROMISSORY NOTE Effective Date October 2, 2017 US $53,500.00 Due October 2, 2018 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM R |
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September 18, 2017 |
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): September 18, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commissi |
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September 15, 2017 |
Form of Secured Convertible Promissory Note, dated September 11, 2017, with GHS Investments, LLC Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECU |
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September 15, 2017 |
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): September 11, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commissi |
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September 15, 2017 |
Form of 12% Convertible Redeemable Note, dated September 12, 2017, with Union Capital, LLC Exhibit 4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $52,000 |
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September 15, 2017 |
Form of Securities Purchase Agreement, dated September 12, 2017, with Union Capital, LLC EX-10.2 6 ex10-2.htm Exhibit 10.2 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 12, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and UNION CAPITAL, LLC, a New York limited liability company, with its address at |
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September 15, 2017 |
Exhibit 10.3 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPT |
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September 15, 2017 |
Form of Securities Purchase Agreement, dated September 11, 2017, with GHS Investments, LLC Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 11th day of September, 2017 by and between PositiveID Corp.,(the “Company”), and GHS Investments, LLC (the “Investor”). Recitals A. The Investor wishes to purchase from the Company and the Company wishes to sell and issue to the Investor, upon the terms and conditions stated in this Agreement |
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September 15, 2017 |
Form of 12% Convertible Redeemable Back-End Note, dated September 12, 2017, with Union Capital, LLC EX-4.3 4 ex4-3.htm Exhibit 4.3 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “19 |
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August 28, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): August 24, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorpora |
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August 28, 2017 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT made as of the 24th day of August, 2017 (the “Effective Date”), by and among PositiveID Corporation, a Delaware corporation (“PSID”), PositiveID Diagnostics, Inc., a California corporation (“PSID Diagnostics” together with PSID, collectively, the “Seller”), and ExcitePCR Corporation, a Delaware corporation (th |
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August 25, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT EX-10.1 3 ex10-1.htm Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 21, 2017, by and between POSITIVEID CORPORATION, a Delaware corporation, with its address at 1690 South Congress Avenue, Suite 201, Delray Beach, Florida 33445 (the “Company”), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 1 |
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August 25, 2017 |
8-K 1 form8-k.htm 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): August 21, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorpora |
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August 25, 2017 |
FORM OF CONVERTIBLE PROMISSORY NOTE EX-4.1 2 ex4-1.htm Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION |
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August 14, 2017 |
POSITIVEID CORP 12% CONVERTIBLE REDEEMABLE NOTE DUE AUGUST 11, 2018 EX-10.6 2 ex10-6.htm Exhibit 10.6 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE |
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August 14, 2017 |
APG CAPITAL HOLDINGS, LLC COLLATERALIZED SECURED PROMISSORY NOTE EX-10.8 4 ex10-8.htm Exhibit 10.8 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION |
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August 14, 2017 |
PSID / PositiveID Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33297 POSITIVEID CORPOR |
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August 14, 2017 |
POSITIVEID CORP 12% CONVERTIBLE REDEEMABLE NOTE DUE AUGUST 11, 2018 BACK END NOTE EX-10.7 3 ex10-7.htm Exhibit 10.7 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE |
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August 14, 2017 |
EX-10.9 5 ex10-9.htm Exhibit 10.9 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 11, 2017, by and between PositiveID Corp., a Nevada corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach, FL 33445 (the “Company”), and APG CAPITAL HOLDINGS, LLC, a New York limited liability company, with its address at 3 |
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August 10, 2017 |
POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE AUGUST 8, 2018 EX-4.1 2 ex4-1.htm Exhibit 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “19 |
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August 10, 2017 |
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): August 8, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission F |
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August 10, 2017 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of August 8, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and FIDELIS CAPITAL, LLC, with its address at 181 New Road, Suite 304, Parsippany, NJ, 07054 (the ?Buyer?). WHEREA |
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July 21, 2017 |
Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of July 17, 2017, by and between POSITIVEID CORPORATION, a Delaware corporation, with its address at 1690 South Congress Avenue, Suite 201, Delray Beach, Florida 33445 (the ?Company?), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Sui |
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July 21, 2017 |
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): July 17, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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July 21, 2017 |
Example of Convertible Promissory Note Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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June 14, 2017 |
Exhibit 99.1 PositiveID Closes Strategic Investment in ENG Mobile Systems for $1.5 Million ENG Investor has a strong history, government relationships and business development experience DELRAY BEACH, FL ? June 14, 2017 ? PositiveID Corporation (?PositiveID? or ?Company?) (OTC: PSIDD), a Life Sciences company focused on detection and diagnostics, announced today it has sold a 49% equity interest i |
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June 14, 2017 |
Exhibit 10.3 EXECUTIVE SERVICES AGREEMENT (ENG, PositiveID and Lyle Probst) This EXECUTIVE SERVICES AGREEMENT (this ?Agreement?), dated as of June 12, 2017 (the ?Effective Date?), is entered into by and among PositiveID Corporation, a Delaware corporation (?PSID?), Lyle Probst, an individual (?Executive?) and E-N-G Mobile Systems, Inc., a California corporation (?ENG?). Preliminary Statements A. E |
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June 14, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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 12, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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June 14, 2017 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT OF SERIES A CONVERTIBLE PREFERRED STOCK OF E-N-G MOBILE SYSTEMS, INC. (PositiveID Corporation, Holdings ENG, LLC and E-N-G Mobile Systems, Inc.) This Stock Purchase Agreement (the ?Agreement?) is entered into as of June 12, 2017 (?Effective Date?) by and among PositiveID Corporation, a Delaware corporation (?Seller?), Holdings ENG, LLC, a Florida limited liabi |
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June 14, 2017 |
EX-10.2 3 ex10-2.htm Exhibit 10.2 STOCKHOLDERS AGREEMENT (PositiveID Corporation, Holdings ENG, LLC and E-N-G Mobile Systems, Inc.) THIS STOCKHOLDERS AGREEMENT (this “Agreement”), is made as of June 12, 2017, by and among PositiveID Corporation, a Delaware corporation (“Seller”), Holdings ENG, LLC, a Florida limited liability company (“Purchaser”) and E-N-G Mobile Systems, Inc., a California corpo |
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June 14, 2017 |
Exhibit 10.4 STOCK OPTION AGREEMENT FOR SERIES A CONVERTIBLE PREFERRED STOCK OF E-N-G MOBILE SYSTEMS, INC. (Holdings ENG, LLC and E-N-G Mobile Systems, Inc.) This Stock Option Agreement (the ?Agreement?) is entered into as of June 12, 2017, by and between E-N-G Mobile Systems, Inc., a California corporation (the ?Seller?) and Holdings ENG, LLC, a Florida limited liability company (the ?Purchaser?) |
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June 9, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT EX-10.1 4 ex10-1.htm Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 6, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 525 N |
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June 9, 2017 |
FORM OF UNION CAPITAL, LLC COLLATERALIZED SECURED PROMISSORY NOTE EX-10.2 5 ex10-2.htm Exhibit 10.2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO R |
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June 9, 2017 |
8-K 1 form8-k.htm 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 6, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporatio |
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June 9, 2017 |
FORM OF POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 6, 2018 BACK END NOTE EX-4.2 3 ex4-2.htm Exhibit 4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “19 |
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June 9, 2017 |
FORM OF POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 6, 2018 EX-4.1 2 ex4-1.htm Exhibit 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “19 |
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May 26, 2017 |
FORM OF CONVERTIBLE PROMISSORY NOTE Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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May 26, 2017 |
FORM OF POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE MAY 22, 2018 EX-4.1 3 ex4-1.htm Exhibit 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “19 |
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May 26, 2017 |
PositiveID Announces Reverse Stock Split Company to trade as PSIDD for 20 trading days Exhibit 99.1 PositiveID Announces Reverse Stock Split Company to trade as PSIDD for 20 trading days DELRAY BEACH, FL, May 23, 2017 ? PositiveID Corporation (?PositiveID? or ?Company?) (OTC: PSIDD), a life sciences company focused on detection and diagnostics, announced today the Company will effect a reverse split of its common stock at a ratio of 1:3,000, commencing at the open of trading today, |
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May 26, 2017 |
Exhibit 3.1 SECOND CERTIFICATE OF AMENDMENT TO THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED, OF POSITIVEID CORPORATION PositiveID Corporation, a corporation organized and existing under and by virtue of the Delaware General Corporation Law, through its duly authorized officer and by authority of its Board of Directors, does hereby certify that: 1. The name of the corporation |
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May 26, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT Exhibit 10.2 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 23, 2017, by and between POSITIVEID CORPORATION, a Delaware corporation, with its address at 1690 South Congress Avenue, Suite 201, Delray Beach, Florida 33445 (the “Company”), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Road, Suit |
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May 26, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 22, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and ESSEX GLOBAL INVESTMENT CORP, a Nevada limited liability company, with its address at 271 Highway 46W Su |
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May 26, 2017 |
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): May 22, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of (Commission (IRS Employer Inco |
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May 15, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33297 POSITIVEID CORPO |
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May 5, 2017 |
FORM OF POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE FEBRUARY 2, 2018 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $32,102. |
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May 5, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT EX-10.1 4 ex10-1.htm FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 2, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and CROSSOVER CAPITAL FUND II, LLC, with its address at 365 Ericksen Ave. NE #315, Bainbridge Island, |
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May 5, 2017 |
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): May 2, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of (Commission (IRS Employer Incor |
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May 5, 2017 |
FORM OF POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE FEBRUARY 2, 2018 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $32,102. |
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May 5, 2017 |
FORM OF CROSSOVER CAPITAL FUND II, LLC COLLATERALIZED SECURED PROMISSORY NOTE THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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April 21, 2017 |
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): April 17, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission F |
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April 21, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (?Agreement?) is made as of the 17th day of April, 2017 by and between PositiveID Corp.,(the ?Company?), and GHS Investments, LLC (the ?Investor?). Recitals A. The Investor wishes to purchase from the Company and the Company wishes to sell and issue to the Investor, upon the terms and conditions stated in this Agreement: 1. |
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April 21, 2017 |
FORM OF SECURED CONVERTIBLE PROMISSORY NOTE Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECU |
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April 13, 2017 |
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): April 10, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission F |
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April 13, 2017 |
CROSSOVER CAPITAL FUND II, LLC COLLATERALIZED SECURED PROMISSORY NOTE Exhibit 10.2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPT |
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April 13, 2017 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE APRIL 10, 2018 BACK END NOTE Exhibit 4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $38,896 |
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April 13, 2017 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE JANUARY 10, 2018 Exhibit 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $38,896 |
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April 13, 2017 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of April 10, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and CROSSOVER CAPITAL FUND I, LLC, with its address at 365 Ericksen Ave. NE #315, Bainbridge Island, WA 98110 (the |
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April 13, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement POSITIVEID CORPORATION (Name |
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April 6, 2017 |
SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement POSITIVEID CORPORATION (Name of Registrant as Specified in Its Charter) Payment of Filing Fee (Check the appropriate box): [X] No fee required. |
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April 6, 2017 |
PositiveID Corporation 1690 South Congress Avenue, Suite 201 Delray Beach, Florida 33445 April 6, 2017 VIA EDGAR Mail Stop 3030 Division of Corporate Finance Securities and Exchange Commission 100 F Street N. |
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March 31, 2017 |
Exhibit 10.11 |
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March 31, 2017 |
PSID / PositiveID Corp. / SIEGEL NED L Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PositiveID Corporation (Name of Issuer) Common Stock - $0.0001 par value (Title of Class of Securities) 73740J 407 (CUSIP Number) Ned L. Siegel 1690 South Congress Avenue, Suite 201 Delray Beach, Florida 33445 561-805-8008 (Name, Address and Telephone Num |
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March 31, 2017 |
Form of 10% Convertible Redeemable Note, dated March 24, 2017, with Crossover Capital Fund II, LLC Exhibit 4.2 |
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March 31, 2017 |
Form of Amended and Restated Certificate of Designation of the Series II Convertible Preferred Stock Exhibit 3.11 POSITIVEID CORPORATION AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS OF PREFERENCES RIGHTS AND LIMITATIONS OF SERIES II CONVERTIBLE PREFERRED STOCK The undersigned, William J. Caragol and Allison F. Tomek, hereby certify that: 1. They are the Chief Executive Officer and Secretary, respectively, of PositiveID Corporation, a Delaware corporation (the “Corporation”). 2. The Corporatio |
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March 31, 2017 |
PSID / PositiveID Corp. / Caragol William J Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PositiveID Corporation (Name of Issuer) Common Stock - $0.0001 par value (Title of Class of Securities) 73740J 407 (CUSIP Number) William J. Caragol 1690 South Congress Avenue, Suite 201 Delray Beach, Florida 33445 561-805-8008 (Name, Address and Telephon |
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March 31, 2017 |
PositiveID Corporation List of Subsidiaries Exhibit 21.1 PositiveID Corporation List of Subsidiaries Company Name Country or State of Incorporation or Formation PositiveID Diagnostics, Inc. (f/k/a MicroFluidic Systems, Inc) California E-N-G Mobile Systems, Inc. California Thermomedics, Inc. Nevada |
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March 31, 2017 |
Exhibit 10.10 . |
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March 31, 2017 |
PSID / PositiveID Corp. / Probst Lyle L Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PositiveID Corporation (Name of Issuer) Common Stock - $0.0001 par value (Title of Class of Securities) 73740J 407 (CUSIP Number) Lyle L. Probst 1690 South Congress Avenue, Suite 201 Delray Beach, Florida 33445 561-805-8008 (Name, Address and Telephone Nu |
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March 31, 2017 |
Certificate of Elimination to Eliminate the Company’s Series I Convertible Preferred Stock Exhibit 3.12 POSITIVEID CORPORATION CERTIFICATE OF ELIMINATION TO ELIMINATE THE SERIES I CONVERTIBLE PREFERRED STOCK PositiveID Corporation, a company organized and existing under the General Corporation Law of the State of Delaware (the “Company”), hereby certifies: FIRST: That the Board of Directors of the Company adopted the following resolutions at a duly called and noticed meeting of the Boar |
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March 31, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33297 POSITIVEID |
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March 31, 2017 |
PSID / PositiveID Corp. / Cobb Jeffrey S Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PositiveID Corporation (Name of Issuer) Common Stock - $0.0001 par value (Title of Class of Securities) 73740J 407 (CUSIP Number) Jeffrey S. Cobb 1690 South Congress Avenue, Suite 201 Delray Beach, Florida 33445 561-805-8008 (Name, Address and Telephone N |
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March 31, 2017 |
PSID / PositiveID Corp. / Krawitz Michael E Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PositiveID Corporation (Name of Issuer) Common Stock - $0.0001 par value (Title of Class of Securities) 73740J 407 (CUSIP Number) Michael E. Krawitz 1690 South Congress Avenue, Suite 201 Delray Beach, Florida 33445 561-805-8008 (Name, Address and Telephon |
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March 17, 2017 |
POSITIVEID CORP. FORM OF 12% CONVERTIBLE REDEEMABLE NOTE DUE MARCH 14, 2018 Exhibit 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $52,000 |
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March 17, 2017 |
UNION CAPITAL, LLC FORM OF COLLATERALIZED SECURED PROMISSORY NOTE Exhibit 10.2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPT |
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March 17, 2017 |
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 14, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission F |
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March 17, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of March 14, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 525 Norton Parkway, New |
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March 17, 2017 |
POSITIVEID CORP. FORM OF 12% CONVERTIBLE REDEEMABLE NOTE DUE MARCH 14, 2018 BACK END NOTE Exhibit 4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $52,000 |
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March 17, 2017 |
SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement POSITIVEID CORPORATION (Name of Registrant as Specified in Its Charter) Payment of Filing Fee (Check the appropriate box): [X] No fee required. |
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February 10, 2017 |
Form of Waiver of Cross Default, dated February 6, 2017 EX-10.1 2 ex10-1.htm Exhibit 10.1 FORM OF WAIVER OF CROSS-DEFAULT This Waiver of Cross Default (this “Agreement”) is dated as of February 6, 2017, and is entered into by and among PositiveID Corporation, a Delaware corporation (the “Company”) and [ ] (the “Lenders”). RECITALS WHEREAS, the Company is indebted to the Lenders an aggregate principal and interest amount of $5.7 million (“Loans”) partia |
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February 10, 2017 |
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): February 6, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission |
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February 3, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (?Agreement?) is made as of the 30th day of January, 2017 by and between PositiveID Corp.,(the ?Company?), and GHS Investments, LLC (the ?Investor?). Recitals A. The Investor wishes to purchase from the Company and the Company wishes to sell and issue to the Investor, upon the terms and conditions stated in this Agreement: |
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February 3, 2017 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF POSITIVEID CORPORATION PositiveID Corporation, a corporation organized and existing under and by virtue of the Delaware General Corporation Law, through its duly authorized officer and by authority of its Board of Directors, does hereby certify that: 1. The name of the corporation (hereinafter called |
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February 3, 2017 |
Example of Secured Convertible Promissory Note EX-4.1 3 ex4-1.htm Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STA |
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February 3, 2017 |
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): January 31, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of (Commission (IRS Employer |
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January 20, 2017 |
POSITIVEID CORP. FORM OF 10% CONVERTIBLE REDEEMABLE NOTE DUE JANUARY 13, 2018 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $100,000. |
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January 20, 2017 |
FORM OF SECURITIES PURCHASE AGREEMENT FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of January 13, 2017, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and CROSSOVER CAPITAL FUND II, LLC, with its address at 217 1st Ave S. |
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January 20, 2017 |
FORM OF CROSSOVER CAPITAL FUND II, LLC COLLATERALIZED SECURED PROMISSORY NOTE THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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January 20, 2017 |
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): January 18, 2017 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission |
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January 20, 2017 |
POSITIVEID CORP. FORM OF 10% CONVERTIBLE REDEEMABLE NOTE DUE JANUARY 13, 2018 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $100,000. |
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January 6, 2017 |
DEF 14C 1 def14c.htm SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement POSITIVEID CORPORATION (Name of Registrant as Specified in Its Charter) Payment |
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December 23, 2016 |
SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement POSITIVEID CORPORATION (Name of Registrant as Specified in Its Charter) Payment of Filing Fee (Check the appropriate box): [X] No fee required. |
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December 2, 2016 |
ADAR BAYS, LLC COLLATERALIZED SECURED PROMISSORY NOTE 1 OF 2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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December 2, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE NOVEMBER 30, 2017 BACK END NOTE 1 OF 2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $52,500. |
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December 2, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE NOVEMBER 30, 2017 BACK END NOTE 2 OF 2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $78,750. |
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December 2, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of November 30, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and ADAR BAYS, LLC, a Florida limited liability company, with its address at 3411 Indian Creek Drive, Suite 403, Miami Beach, FL 33140 (the ?Buyer?). |
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December 2, 2016 |
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): November 30, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commissio |
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December 2, 2016 |
Third Amended and Restated Rertificate of Incorporation of PositiveID Corporation THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF POSITIVEID CORPORATION PositiveID Corporation, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. |
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December 2, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE NOVEMBER 30, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $52,500. |
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December 2, 2016 |
ADAR BAYS, LLC COLLATERALIZED SECURED PROMISSORY NOTE 2 OF 2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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November 18, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33297 POSITIVEID C |
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November 18, 2016 |
Form of Security Agreement, dated October 20, 2016. Security Agreement This SECURITY AGREEMENT is dated as of the 20th day of October, 2016 (the “Agreement”) by and between Positive ID Corp, a Delaware corporation and its wholly owned subsidiaries (collectively, the “Debtor”), and Union Capital, LLC, a New York Limited Liability Company (hereinafter, the “Secured Party”). |
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November 18, 2016 |
Addendum to Secured Convertible Promissory Note with GHS Investments LLC, dated August 29, 2016. This Addendum is made as of this August 29, 2016, by and between PositiveID Corp. (the “Company”) and GHS Investments, LLC (“Investor”) to the Secured Convertible Promissory Note between the Company and Investor dated August 11, 2016, including all schedules and exhibits thereto, as amended and modified by this Addendum (the “Note”). The Company wishes to amend and modify the Note, all on the term |
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November 14, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2016 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10- |
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October 28, 2016 |
Submission of Matters to a Vote of Security Holders 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): October 26, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission |
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September 30, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 POSITIVEID CORPORATION (Exact name of registrant in its charter) Delaware 3826 06-1637809 (State or other jurisdiction of (Primary Standard Industrial (IRS Employer incorporation or organization) Classification Code Number) Identification Number) 1690 South Congr |
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September 30, 2016 |
Exhibit 99.1 THERMOMEDICS, INC. Financial Statements For the Years Ended December 31, 2014 and 2013 INDEX TO FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 2 Balance Sheets as of December 31, 2014 and 2013 3 Statements of Operations for the years ended December 31, 2014 and 2013 4 Statements of Changes in Stockholder’s Deficit for the years ended December 31, 201 |
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September 30, 2016 |
Exhibit 99.2 THERMOMEDICS, INC. Financial Statements (Unaudited) For the Nine Months Ended September 30, 2015 and 2014 INDEX TO FINANCIAL STATEMENTS Page Balance Sheets as of September 30, 2015 (unaudited) and December 31, 2014 2 Statements of Operations (unaudited) for the nine months ended September 30, 2015 and 2014 3 Statements of Cash Flow (unaudited) for the nine months ended September 30, 2 |
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September 30, 2016 |
Exhibit 99.4 E-N-G MOBILE SYSTEMS, INC. Financial Statements For the Years Ended December 31, 2014 and 2013 INDEX TO FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 2 Balance Sheets as of December 31, 2014 and 2013 3 Statements of Operations for the years ended December 31, 2014 and 2013 4 Statements of Changes in Stockholder’s Equity for the years ended December |
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September 30, 2016 |
Unaudited Pro Forma Condensed Combined Financial Information Exhibit 99.6 Unaudited Pro Forma Condensed Combined Financial Information Basis of Pro Forma Presentation On December 22, 2015, PositiveID Corporation (“PositiveID” or the “Company”) entered into a Stock Purchase Agreement (“Purchase Agreement”) for the purchase of all of the outstanding common stock of E-N-G Mobile Systems, Inc. ( “ENG”) from its sole shareholder (the “Seller”) (the “Acquisition” |
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September 30, 2016 |
Exhibit 99.5 E-N-G MOBILE SYSTEMS, INC. Financial Statements (Unaudited) For the Nine Months Ended September 30, 2015 and 2014 INDEX TO FINANCIAL STATEMENTS Page Balance Sheets as of September 30, 2015 (unaudited) and December 31, 2014 2 Statements of Operations (unaudited) for the nine months ended September 30, 2015 and 2014 3 Statements of Cash Flows (unaudited) for the nine months ended Septem |
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September 30, 2016 |
THERMOMEDICS, INC. Unaudited Pro Forma Condensed Combined Financial Information Exhibit 99.3 THERMOMEDICS, INC. Unaudited Pro Forma Condensed Combined Financial Information Basis of Pro Forma Presentation On October 21, 2015, PositiveID Corporation (“PositiveID” or the “Buyer”) entered into a Stock Purchase Agreement (“Purchase Agreement”) for the purchase of all of the outstanding common stock of Thermomedics, Inc. (the “Company”), from Sanomedics, Inc. (“Sanomedics”) (colle |
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September 16, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, fo |
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September 2, 2016 |
Registration Rights Agreement, dated August 29, 2016, with GHS Investments LLC. REGISTRATION RIGHTS AGREEMENT This Registration Rights AGREEMENT (the ?Agreement?), dated as of August 29, 2016 (the ?Execution Date?), is entered into by and between PositiveID Corp. |
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September 2, 2016 |
Reserve Equity Financing Agreement, dated August 29, 2016, with GHS Investments LLC. RESERVE EQUITY FINANCING AGREEMENT ThisEQUITY FINANCINGFINANCINGAGREEMENT (the ?Agreement?), dated as of August 29, 2016 (the ?Execution Date?), is entered into by and between PositiveID Corp. |
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September 2, 2016 |
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): August 29, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of I |
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September 2, 2016 |
POSITIVEID CORPORATION CERTIFICATE OF ELIMINATION TO ELIMINATE THE SERIES C CONVERTIBLE PREFERRED STOCK, SERIES F CONVERTIBLE PREFERRED STOCK, AND SERIES H CONVERTIBLE PREFERRED STOCK PositiveID Corporation, a company organized and existing under the General Corporation Law of the State of Delaware (the “Company”), hereby certifies: FIRST: That the Board of Directors of the Company adopted the fol |
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September 2, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, fo |
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September 2, 2016 |
PSID / PositiveID Corp. / UNION CAPITAL, LLC - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 PositiveID Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 73740J308 (CUSIP Number) September 2, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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August 26, 2016 |
AGREEMENT BY AND AMONG POSITIVEID CORPORATION, SANOMEDICS, INC. AND THERMOMEDICS, INC. This AGREEMENT is entered into as of August 25, 2016 by and among PositiveID Corporation, a Delaware corporation (the ?Company?); Sanomedics, Inc., a Delaware Corporation (?Sano?) and, Thermomedics, Inc., a Nevada corporation (?Thermo?) (together, the ?Parties?). WHEREAS, the parties hereto entered into that cer |
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August 26, 2016 |
PositiveID Completes Acquisition of Thermomedics and the Caregiver Non-Contact Thermometer Since Assuming Control of Thermomedics, PositiveID has significantly expanded the distribution channel and sales and marketing for Caregiver DELRAY BEACH, FL, August 26, 2016 ? PositiveID Corporation (?PositiveID? or ?Company?) (OTCQB: PSID), a life sciences company focused on detection and diagnostics, announced today that it has completed its acquisition of Thermomedics Inc. |
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August 26, 2016 |
Form of 5% Convertible Promissory Note, dated August 25, 2016, with Keith Houlihan. EX-4.1 2 ex4-1.htm POSITIVEID CORPORATION CONVERTIBLE PROMISSORY NOTE $75,000 Dated: August 25, 2016 FOR VALUE RECEIVED, the undersigned, POSITIVEID CORPORATION, a Delaware corporation (the “Company”), promises to pay to Keith Houlihan (the “Holder”), in lawful money of the United States of America, the principal amount of seventy-five thousand dollars ($75,000.00) (the “Principal Amount”), with i |
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August 26, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2015 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorp |
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August 26, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2015 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorp |
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August 26, 2016 |
Form of 5% Convertible Promissory Note, dated August 25, 2016, with Keith Houlihan. EX-4.1 2 ex4-1.htm POSITIVEID CORPORATION CONVERTIBLE PROMISSORY NOTE $75,000 Dated: August 25, 2016 FOR VALUE RECEIVED, the undersigned, POSITIVEID CORPORATION, a Delaware corporation (the “Company”), promises to pay to Keith Houlihan (the “Holder”), in lawful money of the United States of America, the principal amount of seventy-five thousand dollars ($75,000.00) (the “Principal Amount”), with i |
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August 26, 2016 |
AGREEMENT BY AND AMONG POSITIVEID CORPORATION, SANOMEDICS, INC. AND THERMOMEDICS, INC. This AGREEMENT is entered into as of August 25, 2016 by and among PositiveID Corporation, a Delaware corporation (the ?Company?); Sanomedics, Inc., a Delaware Corporation (?Sano?) and, Thermomedics, Inc., a Nevada corporation (?Thermo?) (together, the ?Parties?). WHEREAS, the parties hereto entered into that cer |
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August 26, 2016 |
PositiveID Completes Acquisition of Thermomedics and the Caregiver Non-Contact Thermometer Since Assuming Control of Thermomedics, PositiveID has significantly expanded the distribution channel and sales and marketing for Caregiver DELRAY BEACH, FL, August 26, 2016 ? PositiveID Corporation (?PositiveID? or ?Company?) (OTCQB: PSID), a life sciences company focused on detection and diagnostics, announced today that it has completed its acquisition of Thermomedics Inc. |
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August 19, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE AUGUST 17, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT?) US $52,632. |
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August 19, 2016 |
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): August 16, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of I |
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August 19, 2016 |
SECURED CONVERTIBLE PROMISSORY NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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August 19, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 17, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and CROSSOVER CAPITAL FUND I, LLC, with its address at 217 1st Ave S. |
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August 19, 2016 |
SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (?Agreement?) is made as of the 11th day of August, 2016 by and between PositiveID Corp. |
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August 19, 2016 |
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): August 16, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction (Commission (IRS Employer of I |
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August 19, 2016 |
SECURED CONVERTIBLE PROMISSORY NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. |
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August 19, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE AUGUST 17, 2017 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT?) US $52,632. |
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August 19, 2016 |
CROSSOVER CAPITAL FUND I, LLC COLLATERALIZED SECURED PROMISSORY NOTE THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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August 19, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE AUGUST 17, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT?) US $52,632. |
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August 19, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE AUGUST 17, 2017 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT?) US $52,632. |
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August 19, 2016 |
SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (?Agreement?) is made as of the 11th day of August, 2016 by and between PositiveID Corp. |
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August 19, 2016 |
CROSSOVER CAPITAL FUND I, LLC COLLATERALIZED SECURED PROMISSORY NOTE THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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August 19, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 17, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and CROSSOVER CAPITAL FUND I, LLC, with its address at 217 1st Ave S. |
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August 19, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 PositiveID Corporation (Exact name of registrant as specified in its charter) Delaware 06-1637809 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1690 South Congress A |
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August 19, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 PositiveID Corporation (Exact name of registrant as specified in its charter) Delaware 06-1637809 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1690 South Congress A |
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August 12, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33297 POSITIVEID CORPOR |
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August 12, 2016 |
Form of Series II Preferred Stock Award Agreement, made as of August 11, 2016 FORM OF POSITIVEID CORPORATION SERIES II PREFERRED STOCK AWARD AGREEMENT This SERIES II PREFERRED STOCK AWARD AGREEMENT (the “Agreement”) is made as of August 11, 2016 (the “Grant Date”), between PositiveID Corporation, a Delaware corporation (the “Company”), and [ ] (the “Grantee”). |
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August 12, 2016 |
FORM OF EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of August 11, 2016, by and between POSITIVEID CORPORATION, a Delaware corporation (the “Company”), and [ ] (the “Shareholder”). |
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August 12, 2016 |
Form of Series II Preferred Stock Award Agreement, made as of August 11, 2016 FORM OF POSITIVEID CORPORATION SERIES II PREFERRED STOCK AWARD AGREEMENT This SERIES II PREFERRED STOCK AWARD AGREEMENT (the “Agreement”) is made as of August 11, 2016 (the “Grant Date”), between PositiveID Corporation, a Delaware corporation (the “Company”), and [ ] (the “Grantee”). |
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August 12, 2016 |
FORM OF EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is dated as of August 11, 2016, by and between POSITIVEID CORPORATION, a Delaware corporation (the “Company”), and [ ] (the “Shareholder”). |
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August 5, 2016 |
Exhibit 4.1 NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE COMPANY UPON CONVERSION HEREOF (COLLECTIVELY, THE ?SECURITIES?) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?1933 ACT?), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTEREST OR PARTICIPATION THEREIN MAY BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNE |
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August 5, 2016 |
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): August 1, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission F |
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July 29, 2016 |
PositiveID (Current Report/Significant Event) 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): July 25, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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July 29, 2016 |
POSITIVEID CORPORATION CERTIFICATE OF DESIGNATIONS OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES II CONVERTIBLE PREFERRED STOCK The undersigned, William J. |
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July 8, 2016 |
EIGHTH CERTIFICATE OF AMENDMENT OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, AS PREVIOUSLY AMENDED, OF POSITIVE ID CORPORATION PositiveID Corporation, a corporation organized and existing under and by virtue of the Delaware General Corporation Law, through its duly authorized officer and by authority of its Board of Directors, does hereby certify that: 1. |
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July 8, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE JULY 7, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $66,150. |
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July 8, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE JULY 7, 2017 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "1933 ACT?) US $66,150. |
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July 8, 2016 |
POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 30, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $208,000. |
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July 8, 2016 |
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): July 5, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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July 8, 2016 |
LG CAPITAL FUNDING, LLC COLLATERALIZED SECURED PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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July 8, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 30, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 525 Norton Parkway, New Haven, CT 06511 (the ?Buyer?). |
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July 8, 2016 |
PositiveID Announces Reverse Stock Split Company to trade as PSIDD for 20 trading days PositiveID Announces Reverse Stock Split Company to trade as PSIDD for 20 trading days DELRAY BEACH, FL, July 5, 2016 ? PositiveID Corporation (?PositiveID? or ?Company?) (OTCQB: PSID), a life sciences company focused on detection and diagnostics, announced today the Company will effect a reverse split of its common stock at a ratio of 1:50, commencing at the open of trading today, July 5, 2016. |
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July 8, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of July 7, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and LG CAPITAL FUNDING, LLC, a New York limited liability company, with its address at 1218 Union Street, Suite #2, Brooklyn, NY 11225 (the ?Buyer?). |
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July 8, 2016 |
POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 30, 2017 BACK END NOTE EX-4.2 4 ex4-2.htm THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US |
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July 8, 2016 |
UNION CAPITAL, LLC COLLATERALIZED SECURED PROMISSORY NOTE THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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June 24, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 17, 2017 BACK END NOTE EXHIBIT 4.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $71,500 |
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June 24, 2016 |
CROSSOVER CAPITAL FUND I, LLC COLLATERALIZED SECURED PROMISSORY NOTE EXHIBIT 10.2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPT |
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June 24, 2016 |
FORM 8-K 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 22, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Comm |
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June 24, 2016 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 17, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and CROSSOVER CAPITAL FUND I, LLC, with its address at 217 1st Ave S. #4735, Seattle, Washington, 98194 (the ?Buyer |
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June 24, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 17, 2017 EXHIBIT 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $71,500 |
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June 17, 2016 |
PSID / PositiveID Corp. / Dominion Capital L.L.C. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PositiveID Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 73740J308 (CUSIP Number) Mikhail Gurevich 3 Fraser Lane Westport, Connecticut 06880 (203) 293-8313 (Name, Address and Telephone Number of Person Authorized to Receive Noti |
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June 14, 2016 |
PSID / PositiveID Corp. / Toledo Advisors LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) POSITIVEID CORPORATION (Name of Issuer) Common Stock $0.01 value per share (Title of Class of Securities) 73740J308 (CUSIP Number) June 1, 2016 (Date of Event Which Require |
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June 3, 2016 |
UNION CAPITAL, LLC COLLATERALIZED SECURED PROMISSORY NOTE EX-10.2 5 ex10-2.htm THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION O |
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June 3, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 2, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 525 Norton Parkway, New Haven, CT 06511 (the ?Buyer?). |
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June 3, 2016 |
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 2, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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June 3, 2016 |
POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 2, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $312,000. |
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June 3, 2016 |
POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE JUNE 2, 2017 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $312,000. |
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June 3, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement POSITIVEID CORPORATION (Name |
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May 20, 2016 |
EX-10.1 3 ex10-1.htm SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 17, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and ESSEX GLOBAL INVESTMENT CORP, a Nevada limited liability company, with its address at 271 Highway 46W Su |
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May 20, 2016 |
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): May 17, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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May 20, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE MAY 17, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $55,000. |
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May 20, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [ ] Definitive Information Statement POSITIVEID CORPORATION (Name |
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May 16, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33297 POSITIVEID CORPO |
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May 6, 2016 |
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): May 2, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission File |
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May 6, 2016 |
ADAR BAYS, LLC COLLATERALIZED SECURED PROMISSORY NOTE THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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May 6, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of May 4, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and ADAR BAYS, LLC, a Florida limited liability company, with its address at 3411 Indian Creek Drive, Suite 403, Miami Beach, FL 33140 (the ?Buyer?). |
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May 6, 2016 |
CORPORATE RESOLUTION TO GRANT COLLATERAL / GUARANTEE CORPORATE RESOLUTION TO GRANT COLLATERAL / GUARANTEE Principal Loan Date Maturity Loan No Call / Coll Account Officer Initials $ 350,000. |
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May 6, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE MAY 4, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $63,000. |
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May 6, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE MAY 4, 2017 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $63,000. |
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May 3, 2016 |
UNION CAPITAL, LLC COLLATERALIZED SECURED PROMISSORY NOTE THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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May 3, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of April 27, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 525 Norton Parkway, New Haven, CT 06511 (the ?Buyer?). |
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May 3, 2016 |
POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE APRIL 1, 2017 BACK END NOTE EX-4.2 3 ex4-2.htm THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US |
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May 3, 2016 |
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): April 27, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission F |
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May 3, 2016 |
POSITIVEID CORP. 12% CONVERTIBLE REDEEMABLE NOTE DUE APRIL 27, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $218,750. |
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April 22, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE APRIL 18, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $71,500. |
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April 22, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of April 18, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and TOLEDO ADVISORS, LLC, a Nevada Limited Liability Company, with its address at 641 5th Street, Lakewood, NJ 08701 (the ?Buyer?). |
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April 22, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE APRIL 18, 2017 BACK END NOTE EX-10.3 4 ex10-3.htm THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) U |
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April 22, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE APRIL 19, 2017 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $63,000. |
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April 22, 2016 |
POSITIVEID CORP. 10% CONVERTIBLE REDEEMABLE NOTE DUE APRIL 19, 2017 BACK END NOTE THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $63,000. |
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April 22, 2016 |
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): April 18, 2016 POSITIVEID CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-33297 06-1637809 (State or Other Jurisdiction of Incorporation) (Commission F |
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April 22, 2016 |
LG CAPITAL FUNDING, LLC COLLATERALIZED SECURED PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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April 22, 2016 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of April 19, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the ?Company?), and LG CAPITAL FUNDING, LLC, a New York limited liability company, with its address at 1218 Union Street, Suite #2, Brooklyn, NY 11225 (the ?Buyer?). |
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April 22, 2016 |
Example of Collateralized Note THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. |
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April 22, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) [X] Definitive Information Statement POSITIVEID CORPORATION (Name |
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April 12, 2016 |
Exhibit 10.74 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 1, 2016, by and between PositiveID Corp, a Delaware corporation, with headquarters located at 1690 South Congress Avenue, Suite 201, Delray Beach 33445, (the “Company”), and UNION CAPITAL, LLC, a New York limited liability company, with its address at 525 Norton Parkway, New Haven, C |
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April 12, 2016 |
Exhibit 10.80 POSITIVEID CORPORATION EMPLOYMENT AND NON-COMPETE AGREEMENT THIS AGREEMENT (“Agreement”), made this 8th day of April, 2016 and effective as of January 1, 2016 (the “Effective Date”), is made by and between PositiveID Corporation, a Delaware corporation, having an address at 1690 S. Congress Ave., Suite 201, Delray Beach, FL 33445 (“PSID” or the “Company”), and William J. Caragol, hav |
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April 12, 2016 |
Exhibit 10.78 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |