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): November 29, 2024

AERKOMM INC.

(Exact Name of Registrant as Specified in its Charter)

Registrant’s telephone number, including area code: (877) 742-3094

N/A

(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:

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 1.01 Entry into a Material Definitive Agreement.

The Simple Agreement for Future Equity

As previously reported on Form 8-K on April 4, 2024, on March 29, 2024, IX Acquisition Corp. (“Parent”), a Cayman Islands exempted company, entered into a Merger Agreement by and among AKOM Merger Sub Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and AERKOMM Inc., a Nevada corporation (the “Company”) (the “Merger Agreement,” as it may be amended and/or restated from time to time). The transactions contemplated by the Merger Agreement together with the other related agreements are referred to herein as the “Business Combination.”

As previously reported on Form 8-K, pursuant to the Merger Agreement and the transactions contemplated as part of the Business Combination, the Company is obligated to exercise reasonable best efforts to obtain a PIPE Investment Amount of at least $65,000,000 (inclusive of investment amounts under simple agreements for future equity, in the form and substance as reasonably agreed upon by Parent and the Company) and will obtain a minimum PIPE Investment Amount of at least $45,000,000 minus the investment amount obtained pursuant to SAFE agreements. Pursuant to the Merger Agreement, the Company will endeavor to enter into SAFE Agreements with certain investors providing for investments in shares of Company Common Stock in a private placement in an aggregate amount not less than $15,000,000 with interim target goals following the execution of the Merger Agreement (the “SAFE Investment”).

Also as previously reported on Form 8-K on August 13, 2024, on August 12, 2024, Parent and the Company reported that an aggregate of $2,585,200 had been entered into.

On November 29, 2024, the Company entered into one new SAFE agreement for a total of $2,412,000.

As a result, as of November 29, 2024, SAFE agreements for an aggregate of $4,996,200 have been entered into. The SAFE Agreements convert upon closing of the merger at $11.50 per share of “Capital Stock,” which means the capital stock of Parent or the Company. If the SAFE Agreement automatically converts upon the closing of the merger, in addition to 434,539 of Capital Stock the SAFE Agreement is also convertible into an additional 94% of the number of shares of Capital Stock, or 408,466 shares to be held in escrow subject to the same Milestone Events outlined in the Merger Agreement under the Incentive Merger Consideration (the “Incentive Shares”).

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is filed with this Form 8-K:

SIGNATURE

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