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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 9, 2025
Knightscope, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-41248 | 46-2482575 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
305 North Mathilda Avenue
Sunnyvale, California 94085
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (650) 924-1025
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
| Class A Common Stock, par value $0.001 per share | KSCP | Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 1.01 | Entry Into a Material Definitive Agreement. |
On April 9, 2025, Knightscope, Inc. (the “Company”) entered into a Consent to Subletting (the “Landlord Consent”) by and between 305 N Mathilda LLC (the “Landlord”), Siemens Medical Solutions USA, Inc. (the “Sublandlord”) and the Company, thereby receiving the necessary landlord consent in connection with a Sublease entered into between Sublandlord and the Company, dated as of March 13, 2025 (the “Sublease”) for 33,355 square feet of office space in Sunnyvale, California, which will serve as the Company's new headquarters.
The term of the Sublease commences on the fifth business day following the date of the Landlord Consent and expires on June 30, 2030, unless the term ends sooner pursuant to the terms of the Sublease or the lease between the Landlord and the Sublandlord. The total lease payments under the Sublease is approximately $6.14 million which may be subject to adjustment in accordance with the Sublease, including the Company’s right to rent abatement in certain circumstances if the premises are not timely delivered.
The foregoing summary of the Sublease and Landlord’s Consent each do not purport to be complete and are each qualified in their entirety by reference to the Sublease and Landlord Consent, copies of each of which will be filed with the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2025.
| Item 8.01 | Other Events. |
On April 10, 2025, the Company issued a press release announcing its new headquarters. The full text of the press release is attached hereto as Exhibits 99.1 to this Current Report on Form 8-K, and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit | Description | |
| 99.1 | Press Release dated April 10, 2025 | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are 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.
| KNIGHTSCOPE, INC. | ||
| Date: April 14, 2025 | By: | /s/ William Santana Li |
| Name: | William Santana Li | |
| Title: | Chief Executive Officer and President | |
Exhibit 99.1
Knightscope Secures New 33,000 Sq Ft Silicon Valley Headquarters to Power Next Phase of Growth as a New Era Begins
Thu, 10 Apr 2025 09:35:00 -0400 | Business Wire
Content Section
Knightscope, Inc. (NASDAQ: KSCP), a leader in AI-powered autonomous public safety and emergency communication technologies, today announced the signing of a lease for its new 33,355-square-foot corporate headquarters at 305 North Mathilda Avenue in Sunnyvale, California. Timed to mark the Company's 12th anniversary since its founding in 2013, this expansion signifies a bold step forward in Knightscope's mission to make America the safest country in the world.
This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250410640797/en/
Strategically located in the heart of Silicon Valley, the new location more than doubles the Company's previous space, enabling accelerated growth across engineering, manufacturing, and client support. The Sunnyvale facility will serve as a hub for innovation for national deployment of Knightscope's cutting-edge technologies for both private sector and federal clients – while creating new engineering and manufacturing jobs in America.
"As we commemorate twelve years of relentless innovation and perseverance, securing this new headquarters is a major milestone for the entire Knightscope team," said William Santana Li, Chairman and CEO. "This facility will serve as the launchpad for our next phase of growth, giving us the space and infrastructure needed to deliver even more powerful solutions to our clients across the country."
By centralizing operations in a significantly larger facility, Knightscope is preparing to increase production capacity for its Autonomous Security Robots (ASR) and Emergency Communication Devices (ECD), improve internal collaboration, and streamline nationwide deployment of its technologies – including development and manufacturing of the future K7 ASR and K1 Super Tower in 2026.
About Knightscope
Knightscope is transforming public safety with cutting-edge robotics and AI technologies. From autonomous security robots to advanced detection systems, Knightscope is committed to building safer communities where you live, work, study and visit. Our long-term ambition is bold but simple: to make the United States of America the safest country in the world. Learn more about us at www.knightscope.com.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can be identified by the use of words such as "should," "may," "intends," "anticipates," "believes," "estimates," "projects," "forecasts," "expects," "plans," "proposes" and similar expressions. Forward-looking statements contained in this press release and other communications include, but are not limited to, statements about the Company's goals, profitability, growth, prospects, reduction of expenses, and outlook. Although Knightscope believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks, uncertainties and other important factors that could cause actual results to differ materially from such forward-looking statements, including the factors discussed under the heading "Risk Factors" in Knightscope's Annual Report on Form 10-K for the year ended December 31, 2024, as updated by its other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of the document in which they are contained, and Knightscope does not undertake any duty to update any forward-looking statements, except as may be required by law.
View source version on businesswire.com: https://www.businesswire.com/news/home/20250410640797/en/
Public Relations
Drew McDowell
press@yourwashingtonoffice.com
Knightscope, Inc.
(650) 924-1025 ext. 6