NASDAQ false 0000798528 0000798528 2024-10-18 2024-10-18

 

 

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): October 18, 2024

 

 

ODYSSEY MARINE EXPLORATION, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Nevada   001-31895   84-1018684
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

205 S. Hoover Blvd., Suite 210

Tampa, Florida 33609

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (813) 876-1776

Not Applicable

(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 (see General Instruction A.2. below):

 

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, par value $0.0001 per share   OMEX   NASDAQ Capital Market

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 1.02.

Termination of a Material Definitive Agreement.

On October 18, 2024, Odyssey Marine Exploration, Inc. (“Odyssey”), Odyssey Minerals Cayman Limited, a wholly owned subsidiary of Odyssey (the “Purchaser”), and Ocean Minerals, LLC (“OML”) entered into a Termination Agreement pursuant to which the parties agreed to terminate the Unit Purchase Agreement among them dated June 4, 2023 (as amended, the “Purchase Agreement”). The terms and conditions of the Purchase Agreement material to Odyssey are set forth in Odyssey’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 5, 2023. Such terms and conditions are incorporated herein by reference. The Purchase Agreement was terminated by the mutual consent of the parties to allow the parties to negotiate a new structure for further investment by Odyssey in OML. Odyssey owns 293,399 membership interest units of OML that it purchased pursuant to the Purchase Agreement.

 

Item 9.01.

Financial Statements and Exhibits.

 

  (a)

Financial Statements of Businesses Acquired.

Not applicable.

 

  (b)

Pro Forma Financial Information.

Not applicable.

 

  (c)

Shell Company Transactions.

Not applicable.

 

  (d)

Exhibits.

None.

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

        ODYSSEY MARINE EXPLORATION, INC.
Dated: October 22, 2024     By:  

/s/ Mark D. Gordon

            Mark D. Gordon
            Chairman and Chief Executive Officer
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Document and Entity Information
Oct. 18, 2024
Cover [Abstract]  
Security Exchange Name NASDAQ
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Entity Central Index Key 0000798528
Document Type 8-K
Document Period End Date Oct. 18, 2024
Entity Registrant Name ODYSSEY MARINE EXPLORATION, INC.
Entity Incorporation State Country Code NV
Entity File Number 001-31895
Entity Tax Identification Number 84-1018684
Entity Address, Address Line One 205 S. Hoover Blvd.
Entity Address, Address Line Two Suite 210
Entity Address, City or Town Tampa
Entity Address, State or Province FL
Entity Address, Postal Zip Code 33609
City Area Code (813)
Local Phone Number 876-1776
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Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.0001 per share
Trading Symbol OMEX
Entity Emerging Growth Company false

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