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2025-06-30
2025-06-30
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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) June
30, 2025
Unusual Machines, Inc.
(Exact name of registrant as specified in its charter)
Nevada |
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333-270519 |
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66-0927642 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
of incorporation) |
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File Number) |
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Identification No.) |
4677 L B McLeod Rd, Suite J |
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Orlando, FL |
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32811 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including
area code: (720) 323-8983
N/A
(Former name or former address, if changed since
last report.)
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
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 |
Common Stock, $0.01 |
UMAC |
NYSE American |
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 ☒
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 3.02 Unregistered Sales of Equity Securities.
The information contained below in Item 5.02 is incorporated by reference
into this Item 3.02. The awards were issued to accredited investors and were exempt from registration under Section 4(a)(2) of the Securities
Act of 1933.
Item 5.02 Departure of Directors or Principal Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
On June 30, 2025, the Compensation Committee of
the Board of Directors of Unusual Machines, Inc. (the “Company”) granted vested equity awards to the Company’s
executive officers as bonuses for their performance. The awards were issued under the 2022 Equity Incentive Plan.
Dr. Allan Evans, the Company’s Chief Executive
Officer, received 175,000 shares of restricted common stock which were issued to an entity he controls. Mr. Brian Hoff, the Company’s
Chief Financial Officer, received 75,000 restricted stock units. Mr. Andrew Camden, the Company’s Chief Operating Officer, received
75,000 restricted stock units. The common stock issuable under the restricted stock units will be delivered in August 2025.
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.
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Unusual Machines, Inc. |
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Date: July 7, 2025 |
By: |
/s/ Brian Hoff |
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Name: |
Brian Hoff |
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Title: |
Chief Financial Officer |