UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On August 31, 2026 through September 3, 2026, AIM ImmunoTech Inc. (the “Company”) entered into a total of five exchange agreements (the “Exchange Agreements”) and, for each, a corresponding partitioned promissory note (together, the “Partitioned Promissory Notes”) with Streeterville Capital, LLC (the “Lender”) related to that certain Promissory Note dated February 16, 2024 (the “Promissory Note”). Pursuant to the Exchange Agreements and Partitioned Promissory Notes, the Company and the Lender converted approximately $1,224,341 of the Promissory Note into 5,065,840 shares (the “Exchange Shares”) of the Company’s common stock, at an average conversion price of approximately $0.24 per share. Consequently, as of September 3, 2026, the Promissory Note was satisfied in full and there are no longer any amounts owing under the Promissory Note.
The Company’s stockholders previously approved the conversion or other satisfaction of the Promissory Note, pursuant to NYSE American Company Guide Sections 713(a) and 713(b), at a special meeting of stockholders held on July 15, 2026.
The foregoing descriptions of the Exchange Agreements and Partitioned Promissory Notes are qualified in their entirety by reference to the full text of the form of the Exchange Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 1.02 | Termination of a Material Definitive Agreement. |
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
For additional information relating to the Company and the Lender, please see the Company’s quarterly report on Form 10-Q for the quarterly period ended June 30, 2026 and other filings with the U.S. Securities and Exchange Commission.
| Item 3.02 | Unregistered Sales of Equity Securities. |
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
The Exchange Shares were or will be issued pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, provided by Section 3(a)(9) thereof as securities exchanged by the Company with its existing security holder exclusively where no commission or other remuneration is paid or given directly or indirectly for soliciting such exchange.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Form of Exchange Agreement. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: September 4, 2026 | AIM ImmunoTech Inc. | |
| By: | /s/ Thomas K. Equels | |
| Thomas K. Equels | ||
| Chief Executive Officer |