Form: 8-K

Current report

August 24, 2026

Documents

0001036044false00010360442026-08-242026-08-24

 

 

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): August 24, 2026

 

 

Identiv, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

000-29440

77-0444317

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

1900-B Carnegie Avenue

 

Santa Ana, California

 

92705

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (657) 356-8384

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

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:

☐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

Common Stock, $0.001 par value per share

 

INVE

 

The Nasdaq Stock Market LLC

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 8.01 Other Events.

On August 24, 2026, Identiv, Inc. (the “Company”), and Bleichroeder LP (“Bleichroeder”) supplemented Section 3(e) of that certain Governance Letter Agreement dated June 24, 2026 (the “Agreement”) by and between the Company and Bleichroeder to clarify the intent of the parties and confirm their mutual understanding that the proportional voting requirement established by Section 3(e) of the Agreement shall be triggered whenever Bleichroeder owns more than 40% of the Company’s outstanding voting stock regardless of whether such ownership results from Bleichroeder’s purchases of voting stock, from Bleichroeder’s conversion of nonvoting Series B Preferred Stock of the Company into voting stock, from the Company’s repurchase of outstanding voting stock of the Company, or from any other cause.

The Agreement was filed as Exhibit 99.2 to the Company’s Current Report on Form 8-K filed with the SEC on June 24, 2026. The foregoing description of the Supplement to the Governance Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the Supplement to the Governance Letter Agreement, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

 

 

Exhibit
No.

Description

 

 

99.1

Supplement to Governance Letter Agreement dated August 24, 2026.

 

 

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.

 

 

 

Identiv, Inc.

 

 

 

 

Date:

August 24, 2026

By:

/s/ Edward Kirnbauer

 

 

 

Edward Kirnbauer
Chief Financial Officer