INSEEGO CORP. (NASDAQ:INSG) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.

Entry into a Material Definitive Agreement.

On December 4, 2018, Inseego Corp. (the “Company”), entered into an Amendment No. 2 (the “Second Rights Agreement Amendment”) to that certain Rights Agreement (the “Rights Agreement”), dated January 22, 2018, as amended by that certain Amendment No. 1 to Rights Agreement, dated August 6, 2018, between the Company and Computershare Trust Company, N.A., as rights agent, for the purpose of modifying the definition of “Acquiring Person” under the Rights Agreement to permit certain Grandfathered Stockholders (as defined in the Rights Agreement) to remain Grandfathered Stockholders (and not be deemed an “Acquiring Person” under the Rights Agreement) in connection with such Grandfathered Stockholders’ purchase of additional shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) from other existing Grandfathered Stockholders. Such Grandfathered Stockholders will remain Grandfathered Stockholders as long as they do not acquire, after the date of the Second Rights Agreement Amendment, beneficial ownership of Company securities (other than as a result of any adjustment provision or the accrual of interest under any outstanding convertible notes) equal to more than 0.50% of the then-outstanding Common Stock.

The foregoing summary of the Second Rights Agreement Amendment does not purport to be complete and is qualified in its entirety by reference to a copy of the Second Rights Agreement Amendment filed as an exhibit to this Current Report on Form 8-K.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.03 in its entirety.

(d)Exhibits.

INSEEGO CORP. Exhibit
EX-4.1 2 insg20181204exhibit41right.htm EXHIBIT 4.1 Exhibit Exhibit 4.1AMENDMENT NO. 2 TO RIGHTS AGREEMENTTHIS AMENDMENT NO. 2 (the “Amendment”),…
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