Item 1.01 Entry into a Material Definitive Agreement.
On January 14, 2021, HealthLynked Corp., a Nevada corporation (the "Company"),
entered into a Warrant Agreement (the "Agreement") to issue a warrant to
purchase 13,538,494 shares of the Company's common stock (the "Warrant") to
Iconic Holdings, LLC ("Iconic"). The Warrant has a five-year term and a strike
price of $0.30 per share subject to certain adjustments as set forth in the
Warrant. In consideration for the issuance of the Warrant, Iconic agreed to a
180-day leak out provision, whereby, from and after January 14, 2021, it may not
sell in shares of the Company's common stock in excess of 5% of the Company's
daily trading volume for the first 90 days and 10% of the Company's daily volume
for the next 90 days, subject to certain exceptions contained therein. The
Agreement also provided that Iconic would take all necessary action to remove
any security interests on the assets of the Company pursuant to its previously
outstanding secured debt.
The foregoing is only a summary of the Agreement and the Warrant and does not
purport to be a complete description thereof. Such descriptions are qualified in
their entirety by reference to the Agreement and the Warrant, copies of which
are filed as Exhibits 4.1 and 10.1, respectively, to this Current Report on Form
8-K and are incorporated by reference herein.
Item 8.01 Other Events.
Empery Asset Master, Ltd., Empery Tax Efficient, LP, and Empery Tax Efficient
II, LP (collectively, "Empery") fully exercised warrants to purchase shares of
the Company's common stock held by them that were issued pursuant to a
Securities Purchase Agreement dated July 22, 2018 for a total of 3,346,031
shares, 764,846 shares, and 3,889,123 shares, respectively, (the "Empery
Warrants"). The Empery Warrants were exercised pursuant to a cashless exercise
provision contained in the Empery Warrants, which resulted in the issuance of
shares of the Company's common stock as follows: 2,927,777 shares to Empery
Asset Master, Ltd., 669,240 shares to Empery Tax Efficient, LP, and 3,402,983
shares to Empery Tax Efficient II, LP. As a result of the exercise of the Empery
Warrants, Empery and the Company entered into a stipulation of dismissal to
dismiss with prejudice certain litigation between Empery and the Company. Empery
also agreed to a 180-day leak out provision, whereby it may not sell shares of
the Company's common stock issued pursuant to the Empery Warrant exercise after
the effective date in excess of 5% of the Company's daily trading volume for the
first 90 days after issuance of the shares and 10% of the Company's daily volume
for the next 90 days.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibit
4.1 Warrant made to Iconic Holdings, LLC, dated January 14, 2021
10.1 Agreement, by and between the Company and Iconic Holdings, LLC, dated
January 14, 2021
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HEALTHLYNKED CORP. 
