Item 5. Other Information
Item 5. Other Information
(a) Hubble Transactions
On November 12, 2024 (the “Effective Date”), the Company entered into a series of transactions with Hubble, including (i) a technology exclusivity and revenue sharing agreement (the “Hubble Agreement”), (ii) a $5 million SAFE investment by the Company into Hubble, and (iii) Hubble’s issuance of a warrant to the Company to purchase Hubble common stock. The Hubble transactions are subject to Hubble shareholder approval and the Hubble Agreement has an initial term of 5 years beginning on the Effective Date.
Pursuant to the Hubble Agreement, Hubble agreed to collaborate with the Company to establish inter-connectivity of the Company’s Bluetooth low energy finder network and scanning technology with Hubble’s satellite network. The parties agreed to defined cross-exclusivity covenants, such that the Company’s Tile hardware will be the sole consumer devices used to track people, pets and personal objects on Hubble’s satellite network, and, subject to the Company receiving minimum revenue, the Company will place certain limitations on the ability for certain enterprise accounts to access its network. The Company will file the Hubble Agreement with its Annual Report on Form 10-K for the year ending December 31, 2024.
(b) None
(c) Rule 10b5-1 Trading Plans
Our officers, as defined in Rule 16a-1(f) of the Exchange Act (“Section 16 Officers”), may from time to time enter into plans for the purchase or sale of our common stock that are intended to satisfy the affirmative defense in Rule 10b5-1(c) of the Exchange Act. During the three months ended September 30, 2024, the following Section 16 Officers adopted a “Rule 10b5-1 trading arrangement” as defined in Item 408 of Regulation S-K of the Exchange Act:
Name
Title
Action
Adoption Date
Expiration Date
Total number of securities to be sold
Russell Burke
Chief Financial Officer
Adoption 9/6/2024 7/28/2025 Up to 49,590 shares
Chris Hulls
Chief Executive Officer
Adoption 9/12/2024 8/31/2025 Up to 219,000 shares
No other Section 16 Officers or directors adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K of the Exchange Act, during the three months ended September 30, 2024.
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Item 6. Exhibits
Incorporated by Reference
Exhibit
No.
Description Filed Herewith
Form File No. Filing Date Exhibit No.
3.1
Restated Certificate of Incorporation of the Company
8-K
000-56424
June 3, 2024
3.1
3.2 Amended and Restated Bylaws of the Company
8-K
000-56424
June 3, 2024
3.2
10.1
J abil Manufac t ur ing S e rvice s Agreement
X
31.1 Chief Executive Officer Certification Pursuant to Rule 13a-14(a) of the Exchange Act.
X
31.2 Chief Financial Officer Certification Pursuant to Rule 13a-14(a) of the Exchange Act.
X
32.1* Chief Executive Officer Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
32.2* Chief Financial Officer Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
101.INS Inline XBRL Instance Document X
101.SCH Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
X
104 Cover Page Interactive Data (formatted as Inline XBRL and contained in Exhibit 101) X
_____________________
* This certification is being furnished solely to accompany this Quarterly Report on Form 10-Q pursuant to 18 U.S.C. Section 1350, and is not being filed for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing of the registrant under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
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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 thereunto duly authorized.
LIFE360, INC.
Dated: November 12, 2024
By: /s/ Chris Hulls
Chris Hulls
Chief Executive Officer
(Principal Executive Officer)
Dated: November 12, 2024
By: /s/ Russell Burke
Russell Burke
Chief Financial Officer
(Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.