HICKOK INCORPORATED (OTCMKTS:HICKA) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive
Agreement.

Amendment No. 5 to Convertible Loan Agreement. On December 20,
2016, Hickok Incorporated (the “Company”) and Roundball LLC, an
Ohio limited liability company (“Roundball”), entered into
Amendment No. 5 (“Amendment No. 5”) which modifies that certain
Convertible Loan Agreement (the “Convertible Loan Agreement”),
dated December 30, 2011, between the Company, Roundball, and the
Aplin Family, and solely with respect to Section 3 thereof,
Robert L. Bauman. Under the terms of the original Convertible
Loan Agreement, Roundball was provided with the right,
exercisable at its option, to cause the Company to borrow up to
$466,879.88 from Roundball (the “Roundball Option”). Amendment
No. 1 to the Convertible Loan Agreement provided the Company with
the right to cause Roundball to lend up to $250,000 to it, less
any amounts outstanding under the Roundball Option (the
“Borrower Option”) under a convertible note to Roundball (the
“Borrower Option Note”) on the terms and conditions applicable
to any borrowings that may be made under the terms of the
Convertible Loan Agreement to the exercise of the Roundball
Option. Both the Roundball Option and the Borrower Option were
set to expire on December 30, 2016 to Amendment No. 4 to the
Convertible Loan Agreement. The description of the Convertible
Loan Agreement, including Amendment No. 1, Amendment No. 2,
Amendment No. 3, and Amendment No. 4 thereto, set forth in the
Company’s Reports on Form 8-K dated December 30, 2011, December
30, 2012, December 30, 2013, December 31, 2014, and December 30,
2015, respectively, are incorporated herein by reference.
Amendment No. 5 amends the existing Convertible Loan Agreement
to, among other things, (i) extend the Roundball Option to
December 30, 2017, and (ii) extend the Borrower Option to
December 30, 2017. The maturity date for any convertible notes
issued to the Convertible Loan Agreement, as amended, is December
30, 2017.

On December 20, 2016, in partial consideration for Amendment No.
5, the Company and Roundball entered into Amendment No. 2 to
Warrant Agreement (the Warrant Amendment No. 2) which modifies
that certain Warrant Agreement (the Warrant Agreement), dated
December 30, 2012, whereby the Company issued a warrant to
Roundball to purchase, at its option, up to 100,000 shares of
Class A Common Stock of the Company at an exercise price of $2.50
per share, subject to certain anti-dilution and other
adjustments. The Warrant Amendment No. 2 amends the Warrant
Agreement by extending the expiration date for exercising such
warrants from December 30, 2016 to December 30, 2017.

The description of the Warrant Agreement, including Amendment No.
1, set forth in the Company’s Report on Form 8-K dated December
30, 2015, respectively, is incorporated herein by reference.

Roundball is an affiliate of Steven Rosen and Matthew Crawford,
who are directors of the Company. The foregoing descriptions of
Amendment No. 5 and the Warrant Amendment No. 2 are qualified in
their entirety by reference to the copies thereof which are
attached hereto as Exhibits 10.1 and 10.2, respectively, and
incorporated by reference in this Item 1.01.

Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant. The information set forth in Item 1.01 is
incorporated by reference in this Item 2.03. Item 3.02
Unregistered Sales of Equity Securities. As described in
Item 1.01, the Company (i) extended the maturity dates of the
Roundball Option and Borrower Option to December 30, 2017, and
(ii) extended the expiration date of the warrants issued to
Roundball under the Warrant Agreement to December 30, 2017
(collectively, the Offering). If both the Roundball Option and
Borrower Option are exercised by Roundball and the Company in
their full amounts, respectively, then a maximum of 252,367
conversion shares may be issued in exchange for $466,879.88 of
indebtedness under such convertible notes. If all the warrants
under the Warrant Agreement are exercised, then a maximum of
100,000 Class A Common Shares will be issued in the amount of
$250,000. The securities issued by the Company under the Offering
are exempt from registration under Section 4(a)(2) of the
Securities Act of 1933, as amended (the “Securities Act”). This
exemption was relied upon due to the fact that the transaction
does not involve a public offering. The terms of the Warrant
Agreement, as amended, and Roundball’s conversion rights with
respect to Amendment No. 5 and are set forth in Item 1.01, which
description is hereby incorporated by reference in this Item
3.02. Item 9.01 Financial Statements and
Exhibits.

(d) Exhibits.

About HICKOK INCORPORATED  (OTCMKTS:HICKA)

Hickok Incorporated develops and manufactures diagnostic equipment used by technicians to test the various electronic systems in automobiles and trucks, and emissions testing equipment specified by various states for testing vehicle emissions. It operates in two segments: indicators and gauges, and automotive diagnostic tools and equipment. Under the Indicators and Gauges segment, the Company develops and manufactures precision indicating instruments used in aircraft, locomotives and other applications. Its Automotive Diagnostic Tools and Equipment segment consists of products designed and manufactured to support the testing or servicing of automotive systems using electronic means to measure vehicle parameters. The Company offers products under various categories, such as brakes/Antilock Braking System (ABS), circuit testers, cooling system, diesel/heavy duty, emissions, engine/drivability, New Generation Star (NGS) products and test/jumper leads.

HICKOK INCORPORATED  (OTCMKTS:HICKA) Recent Trading Information

HICKOK INCORPORATED  (OTCMKTS:HICKA) closed its last trading session 00.00 at 1.70 with 3,900 shares trading hands.