Exhibit 10.1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Item 1.01 Entry into a Material Definitive Agreement
On May 26, 2023, Vivic Corp. (the “Company”) entered into a Debt Conversion Agreement (the “Conversion Agreement”) with Yun-Kuang Kung (“Kung”). As of the date of the Conversion Agreement the Company was indebted to Kung for an aggregate of $1,100,000. Pursuant to the Conversion Agreement the entire amount due Kung was converted into shares of common stock of the Company at a conversion rate of $0.99 per share resulting in the issuance to Kung of 1,111,111 shares of the common stock of the Company (the “Conversion Shares”).
The issuance of the Conversion Shares was exempt from the registration requirements of the Securities Act of 1933, as amended, as Kung is an accredited investor, as defined in Regulation D promulgated under the Securities Act, is not a U. S. Person, as defined in Regulation S promulgated under the Securities Act and the transaction was fully negotiated and consummated outside the United States.
Item 3.02 Sale of Unregistered Equity Securities.
On May 263, 2023, the Company issued an aggregate of 1,111,111 shares of its common stock in consideration of its release from obligations in the aggregate amount of $1,100,000 pursuant to a Conversion Agreement with Yun-Kuang Kung. The number of shares of common stock issued pursuant to the Conversion Agreement was based upon an agreed value for the Company’s common stock of $0.99 per share.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Debt Conversion Agreement dated May 26, 2023, between the Company and Yun-Kuang Kung | |
| 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.
Dated: May 30, 2023
| VIVIC CORP. | ||
| By: | /s/ Shang-Chiai Kung | |
| Shang-Chiai Kung | ||
| President and Chief Executive Officer | ||
Exhibit 10.1