Current Report · Items 1.01, 2.03, 8.01, 9.01 · 8-K
FullPAC, Inc.
Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · Other Events
Item 1.01 Entry into a Material Definitive Agreement. On October 20, 2026, RoboCent, Inc. (“RoboCent”), a wholly owned subsidiary of FullPAC, Inc. (the “Company”), entered into a fifth Loan Agreement with Stripe Servicing, Inc.…
Disclosure sections
Item 1.01Item 1.01 - Entry into Material Agreement
Item
1.01 Entry into a Material Definitive Agreement.
On
October 20, 2026, RoboCent, Inc. (“RoboCent”), a wholly owned subsidiary of FullPAC, Inc. (the “Company”), entered
into a fifth Loan Agreement with Stripe Servicing, Inc. and Lead Bank pursuant to the Stripe Capital Program (the “Loan Agreement”),
with a loan amount of $250,000 and a fixed fee of $34,250, for a total repayment amount of $284,250 (the “Fifth Stripe Capital
Loan”). The Fifth Stripe Capital Loan was funded on October 20, 2026.
The
Fifth Stripe Capital Loan is secured by RoboCent’s receivables processed through Stripe, its Stripe account and the funds held
in it, its accounts, chattel paper, instruments, payment intangibles, inventory and equipment, and the proceeds of these assets, and
is repaid by withholding 11.8% of client payments processed through the Stripe payment processing platform beginning
on October 27, 2026, subject to minimum payments
of $31,583.34 every 60 days, with any remaining balance due no later than April 19, 2028. RoboCent may repay the outstanding balance
in full or in part at any time without penalty. The fixed fee is not reduced by early repayment,
although Stripe may waive a portion of the fixed fee in its discretion. Stripe
Servicing, Inc. and Lead Bank may declare a default if RoboCent, among other things, breaches the Loan Agreement, fails to pay a minimum
payment or the outstanding balance when due, or poses what they determine to be an unacceptable regulatory, reputational or financial
risk. Upon a default, they may, among other remedies, demand immediate repayment of the outstanding balance, increase the repayment rate,
debit past-due amounts or the outstanding balance from RoboCent’s linked bank accounts and impose a reserve on RoboCent’s
Stripe account. While the Fifth Stripe Capital Loan is outstanding, RoboCent has agreed, among other things, to maintain the proportion
of its business processed through Stripe and not to sell, pledge or otherwise transfer its assets, other than in the ordinary course
of business, without consent.
The
remaining balance of the Fourth Stripe Capital Loan, $88,759, was refinanced into the Fifth Stripe Capital Loan on October 20, 2026 rather
than repaid in cash, resulting in net cash proceeds to RoboCent of approximately $161,241. The prior financing balance of $91,688 and
net loan proceeds of $158,312 indicated on the Loan Agreement were calculated before disbursement, and the amounts above reflect collections
on the Fourth Stripe Capital Loan through the disbursement date. The Fourth Stripe Capital Loan, which RoboCent entered into with Stripe
Servicing, Inc. and Celtic Bank on June 24, 2026, was retired in full. RoboCent intends to use the net proceeds for working capital purposes.
The
foregoing description of the Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full
text of the Loan Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
Item 2.03Item 2.03 - Creation of Direct Financial Obligation
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 under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 8.01Item 8.01 - Other Events
Item
8.01 Other Events.
On
October 21, 2026, the Company repaid in full the $300,000 principal amount of the secured promissory note it issued on September 15,
2026 to SEG Opportunity Fund, LLC, a holder of the Company’s common stock and a selling securityholder under the Company’s
registration statement on Form S-1 (File No. 333-296437) (the “SEG Note”). As previously
disclosed in the Company’s registration statement on Form S-1, the SEG
Note was issued for a purchase price of $250,000, reflecting original issue discount of $50,000, bore no interest and was
scheduled to mature on October 15, 2026. The
repayment was funded with a portion of the net proceeds of the Fifth Stripe Capital Loan and cash generated from operations. Upon the repayment, the Company’s obligations under the
SEG Note were satisfied in full.