UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On July 10, 2026, Peraso Inc. (the “Company”) entered into a letter agreement (the “Letter Agreement”) with Roth Principal Investments, LLC (“Roth Principal Investments”) with respect to the Common Stock Purchase Agreement (the “Purchase Agreement”), dated June 30, 2026, between the Company and Roth Principal Investments. Pursuant to the Letter Agreement, Roth Principal Investments agreed to adjust the purchase price discount for Pre-Market and Post-Market Purchases (as defined in the Purchase Agreement) to 5.0% of the VWAP (as defined in the Purchase Agreement). The terms of the Purchase Agreement remain otherwise unchanged, a description of which has been previously disclosed.
The foregoing description of the Letter Agreement is not complete and is qualified in its entirety by the full text of the Letter Agreement, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | Letter Agreement, dated July 10, 2026, between Peraso Inc. and Roth Principal Investments, LLC. | |
| 104 | The cover page of this Current Report on Form 8-K formatted in Inline XBRL |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PERASO INC. | ||
| Date: July 10, 2026 | By: | /s/ James Sullivan |
| James Sullivan | ||
| Chief Financial Officer | ||
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