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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Creative Realities, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 13, 2025 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fiscal 2025 Second Quarter Results Revenue Growth Picks Up as Year Progresses; Company on Track for Record 2025 LOUISVILLE, KY – August 13, 2025 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage, media and AdTech solutions, today announced its financial resul |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative Re |
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| August 13, 2025 |
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): August 13, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissi |
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| July 28, 2025 |
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): July 24, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| July 28, 2025 |
Second Amendment to Credit Agreement Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into on July 24, 2025, and effective as of June 30, 2025 (the “Effective Date”), by and among First Merchants Bank, an Indiana bank, with address of 8711 River Crossing Blvd., Indianapolis, Indiana 46240 (the “Bank”); and Allure Global Solutions, Inc., a Georgia corporation (“A |
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| July 3, 2025 |
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): July 3, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| July 3, 2025 |
Exhibit 10.2 Creative Realities, Inc. Restricted Stock Unit Agreement This Restricted Stock Unit Agreement (the “Agreement”), made effective as of July 3, 2025 (the “Grant Date”), is by and between Creative Realities, Inc., a Minnesota corporation (the “Company”), and David Ryan Mudd (“Employee”). Background A. The Company has adopted the Creative Realities, Inc. 2023 Stock Incentive Plan (as amen |
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| July 3, 2025 |
Exhibit 10.1 Creative Realities, Inc. Restricted Stock Unit Agreement This Restricted Stock Unit Agreement (the “Agreement”), made effective as of July 3, 2025 (the “Grant Date”), is by and between Creative Realities, Inc., a Minnesota corporation (the “Company”), and Richard Mills (“Employee”). Background A. The Company has adopted the Creative Realities, Inc. 2023 Stock Incentive Plan (as amende |
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| June 4, 2025 |
Form of Stock Option Agreement Exhibit 10.2 CREATIVE REALITIES, INC. STOCK OPTION AGREEMENT This Stock Option Agreement (this “Agreement”) is made and entered into as of [ ], by and between [ ] (“Optionee”), and Creative Realities, Inc., a Minnesota corporation (the “Company”). BACKGROUND The Company has adopted the Creative Realities, Inc. 2023 Stock Incentive Plan (as amended and/or restated from time to time, the “Plan”) pur |
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| June 4, 2025 |
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): June 2, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| June 4, 2025 |
Second Amendment to Stock Option Agreement Exhibit 10.1 CREATIVE REALITIES, INC. SECOND AMENDMENT TO STOCK OPTION AGREEMENT This Second Amendment to Stock Option Agreement (this “Amendment”) is made and entered into effective as of June 2, 2025, by and between Richard Mills (“Optionee”), and Creative Realities, Inc., a Minnesota corporation (the “Company”). BACKGROUND A. Optionee and the Company entered into that certain Stock Option Agree |
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| May 14, 2025 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fiscal 2025 First Quarter Results With New Wins on Hand, Company Remains Positioned for Record Year of Performance LOUISVILLE, KY – May 14, 2025 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage, media and AdTech solutions, today announced its financial resul |
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| May 14, 2025 |
Exhibit 10.9 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into on May 12, 2025, and effective as of March 31, 2025 (the “Effective Date”), by and among First Merchants Bank, an Indiana bank, with address of 8711 River Crossing Blvd., Indianapolis, Indiana 46240 (the “Bank”); and Allure Global Solutions, Inc., a Georgia corporation (“AGS |
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| May 14, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 14, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative R |
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| March 17, 2025 |
Creative Realities, Inc. Warrants to Purchase up to 777,800 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-272202 PROSPECTUS SUPPLEMENT (To Prospectus dated June 6, 2023) Creative Realities, Inc. Warrants to Purchase up to 777,800 Shares of Common Stock We are issuing, pursuant to this prospectus supplement and accompanying base prospectus, warrants to purchase an aggregate of 777,800 shares of our common stock at an exercise price of $3.25 per shar |
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| March 17, 2025 |
Exhibit 10.3 SUBORDINATION AGREEMENT This Subordination Agreement (this “Agreement”) is made and entered into effective as of March 14, 2025, by and among Creative Realities, Inc., a Minnesota corporation (“CRI”), and Reflect Systems, Inc., a Delaware corporation (“RSI” and together with CRI, each a “Borrower” and collectively, the “Borrowers”), each with address of 13100 Magisterial Drive, Suite |
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| March 17, 2025 |
Exhibit 10.1 SETTLEMENT AGREEMENT AND FIFTH AMENDMENT TO AGREEMENT AND PLAN OF MERGER This Settlement Agreement and Fifth Amendment to Agreement and Plan of Merger (this “Amendment”) is entered into as of March 14, 2025, by and among Reflect Systems, Inc., a Delaware corporation (the “Company” or “Surviving Corporation”), Creative Realities, Inc., a Minnesota corporation (“Parent”), and RSI Exit C |
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| March 17, 2025 |
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): March 14, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| March 17, 2025 |
Form of Common Stock Purchase Warrant Exhibit 4.1 COMMON STOCK PURCHASE WARRANT CREATIVE REALITIES, INC. Warrant Shares: [●] Issuance Date: March [●], 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its assigns (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “I |
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| March 17, 2025 |
Exhibit 10.4 CONSENT AGREEMENT This Consent Agreement (this “Agreement”) is entered into effective as of March 14, 2025, by and among First Merchants Bank, an Indiana bank, with address of 8711 River Crossing Blvd., Indianapolis, Indiana 46240 (the “Bank”); and Allure Global Solutions, Inc., a Georgia corporation (“AGS”), Creative Realities, Inc., a Minnesota corporation (“CRI”), and Reflect Syste |
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| March 17, 2025 |
$4,000,000 Promissory Note dated March 14, 2025 payable to the order of RSI Exit Corporation Exhibit 10.2 CREATIVE REALITIES, INC. PROMISSORY NOTE $4,000,000.00 March 14, 2025 Louisville, Kentucky, USA FOR VALUE RECEIVED, the receipt of which is hereby acknowledged CREATIVE REALITIES, INC., a Minnesota corporation (“CRI”), and Reflect Systems, Inc., a Delaware corporation (“RSI” and together with CRI, each a “Borrower” and collectively, the “Borrowers”), hereby, jointly and severally, pro |
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| March 17, 2025 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Announces Reflect Settlement Agreement Quantifies Liability and Future Payment Plans LOUISVILLE, KY – March 17, 2025 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage and AdTech solutions, today announced that it settled and resolved its dispute with former stockhold |
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| March 14, 2025 |
Exhibit 21.1 Our significant subsidiaries are as follows: Name of subsidiary Jurisdiction of incorporation or organization Allure Global Solutions, Inc. Georgia Reflect Systems, Inc. Delaware Creative Realities Canada, Inc. Canada |
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| March 14, 2025 |
Press Release dated March 14, 2025 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fiscal 2024 Fourth Quarter Results Record Year of Performance; Company on Track for Growth Acceleration LOUISVILLE, KY – March 14, 2025 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage, media and AdTech solutions, today announced its financial results for th |
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| March 14, 2025 |
FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33169 Creative Realities, Inc. |
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| March 14, 2025 |
2023 Stock Incentive Plan, as amended Exhibit 10.10 CREATIVE REALITIES, INC. 2023 STOCK INCENTIVE PLAN TABLE OF CONTENTS 1. Purpose 4 2. Administration 4 2.1 Administration by Committee 4 2.2 Delegation of Authority 4 3. Eligible Participants 5 4. Types of Incentives 5 5. Shares Subject to the Plan 5 5.1 Number of Shares 5 5.2 Cancellation 5 5.3 Type of Common Stock 5 5.4 Limitation on Awards Granted to Non-Employee Directors. 5 6. St |
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| March 14, 2025 |
Exhibit 97.1 Adopted November 8, 2023 Clawback Policy The Board of Directors (the “Board”) of Creative Realities, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to adopt this Clawback Policy (the “Policy”), which provides for the recovery of certain incentive compensation in the event of an Accounting Restatement (as defined below). This Policy i |
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| March 7, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Creative Realities, Inc. |
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| March 7, 2025 |
As filed with the Securities and Exchange Commission on March 7, 2025 As filed with the Securities and Exchange Commission on March 7, 2025 Registration No. |
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| February 24, 2025 |
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): February 23, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| February 24, 2025 |
Fourth Amendment to Merger Agreement Exhibit 10.1 FOURTH AMENDMENT TO AGREEMENT AND PLAN OF MERGER This Fourth Amendment to Agreement and Plan of Merger (this “Amendment”) is entered into as of February 23, 2025, by and among Reflect Systems, Inc., a Delaware corporation (the “Company” or “Surviving Corporation”), Creative Realities, Inc., a Minnesota corporation (“Parent”), and RSI Exit Corporation, a Texas corporation (“Stockholder |
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| February 21, 2025 |
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): February 17, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| February 21, 2025 |
Exhibit 10.1 CREATIVE REALITIES, INC. AMENDMENT TO STOCK OPTION AGREEMENT This Amendment to Stock Option Agreement (this “Amendment”) is made and entered into as of February 17, 2025, by and between Rick Mills (“Optionee”), and Creative Realities, Inc., a Minnesota corporation (the “Company”). BACKGROUND A. Optionee and the Company entered into that certain Stock Option Agreement dated as of June |
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| February 18, 2025 |
Third Amendment to Merger Agreement EXHIBIT 10.1 THIRD AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS THIRD AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of February 17, 2025, by and among Reflect Systems, Inc., a Delaware corporation (the “Company” or “Surviving Corporation”), Creative Realities, Inc., a Minnesota corporation (“Parent”), and RSI Exit Corporation, a Texas corporation (“Stockholders’ |
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| February 18, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): February 17, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| January 8, 2025 |
Creative Realities Announces Departure of Will Logan, Chief Financial Officer Exhibit 99.1 Creative Realities Announces Departure of Will Logan, Chief Financial Officer LOUISVILLE, KY., January 3, 2025 – Creative Realities, Inc. (NASDAQ: CREX) (“CRI” or the “Company”), a leading provider of digital signage and media solutions, today announced that Will Logan has resigned as Chief Financial Officer, effective January 31st, 2025, to become Chief Financial Officer at Rough Cou |
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| January 8, 2025 |
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): January 2, 2025 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissi |
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| November 13, 2024 |
Press Release dated November 13, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fiscal 2024 Third Quarter Results 25% Year-over-Year Top Line Revenue Growth; 53% increase in Adjusted EBITDA to $2.3 Million; On Track for Best Year Ever LOUISVILLE, KY – November 13, 2024 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage and media solutions |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creati |
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| October 25, 2024 |
Creative Realities, Inc. 3,156,984 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-282703 PROSPECTUS Creative Realities, Inc. 3,156,984 Shares of Common Stock This prospectus relates to the proposed resale or other disposition from time to time of up to 3,156,984 shares of common stock, $0.01 par value per share, of Creative Realities, Inc. (the “Company”), by the selling shareholders identified in this prospectus. We are not |
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| October 23, 2024 |
CREX / Creative Realities, Inc. / LYTTON LAURENCE W Passive Investment SC 13G/A 1 crex13ga2.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 22530J309 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| October 23, 2024 |
CREX / Creative Realities, Inc. / LYTTON LAURENCE W Passive Investment SC 13G/A 1 crex13ga1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 22530J309 (CUSIP Number) December 4, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| October 23, 2024 |
CREX / Creative Realities, Inc. / LYTTON LAURENCE W Passive Investment SC 13G/A 1 crex13ga3.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 22530J309 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| October 23, 2024 |
CREX / Creative Realities, Inc. / LYTTON LAURENCE W Passive Investment SC 13G 1 crex13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 22530J309 (CUSIP Number) August 18, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| October 22, 2024 |
Creative Realities, Inc. 13100 Magisterial Drive, Suite 100 Louisville, KY 40223 Creative Realities, Inc. 13100 Magisterial Drive, Suite 100 Louisville, KY 40223 October 22, 2024 SUBMITTED VIA EDGAR U. S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Alexandra Barone Re: Creative Realities, Inc. Registration Statement on Form S-3 File No. 333-282703 Ladies and Gentlemen: Pursuant to |
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| October 18, 2024 |
Submission of Matters to a Vote of Security Holders 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 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 17, 2024 |
Lender Warrant dated October 17, 2024 Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| October 17, 2024 |
As filed with the Securities and Exchange Commission on October 17, 2024 As filed with the Securities and Exchange Commission on October 17, 2024 Registration No. |
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| October 17, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Creative Realities, Inc. |
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| September 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☐ Definitive Proxy Statem |
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| August 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☒ Definitive Proxy Statem |
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| August 27, 2024 |
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): August 23, 2024 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissi |
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| August 14, 2024 |
Press Release dated August 14, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fiscal 2024 Second Quarter Results 43% Year-over-Year Top Line Growth; Refinancing Complete LOUISVILLE, KY – August 14, 2024 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage and media solutions, today announced its financial results for the fiscal second qua |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative Re |
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| August 14, 2024 |
Form of Indemnification Agreement Exhibit 10.6 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of August 12, 2024 by and among Creative Realities, Inc., a Minnesota corporation (the “Company”), and [●] (the “Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corporations as officers, directors or in other capacities unless they |
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| June 14, 2024 |
Shareholder Director Nominations 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): June 11, 2024 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| May 28, 2024 |
Exhibit 10.3 SECURITY AGREEMENT THIS SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of May 23, 2024, by and among ALLURE GLOBAL SOLUTIONS, INC., a Georgia corporation (“AGS”), CREATIVE REALITIES, INC., a Minnesota corporation (“CRI”) and REFLECT SYSTEMS, INC., a Delaware corporation (“RS” |
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| May 28, 2024 |
Guaranty dated May 23, 2024 by Creative Realities Canada, Inc. in favor of First Merchants Bank Exhibit 10.4 GUARANTY In consideration of and as an inducement to the financial accommodations made or to be made by FIRST MERCHANTS BANK, an Indiana state bank (“Bank”), to Allure Global Solutions, Inc., a Georgia corporation (“AGS”), Creative Realities, Inc., a Minnesota corporation (“CRI”) and Reflect Systems, Inc., a Delaware corporation (“RS”), jointly and severally (AGS, CRI and RS, collecti |
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| May 28, 2024 |
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): May 23, 2024 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| May 28, 2024 |
Exhibit 10.5 SECURITY AGREEMENT As of May 23, 2024, for value received, the undersigned (“Debtor”) pledges, assigns and grants to FIRST MERCHANTS BANK (“Bank”), a continuing security interest and lien (any pledge, assignment, security interest or other lien arising hereunder is sometimes referred to herein as a “security interest”) in the Collateral (as defined below) on the terms set out in this |
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| May 28, 2024 |
Exhibit 10.1 CREDIT AGREEMENT among Allure Global Solutions, Inc., Creative Realities, Inc., and Reflect Systems, Inc. as Borrowers and First Merchants Bank, as Bank THIS CREDIT AGREEMENT is executed as of May 23, 2024 (the “Closing Date”), by and among Allure Global Solutions, Inc., a Georgia corporation (“AGS”), Creative Realities, Inc., a Minnesota corporation (“CRI”), and Reflect Systems, Inc. |
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| May 28, 2024 |
Creative Realities Closes on New Revolving Credit Facility Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Closes on New Revolving Credit Facility LOUISVILLE, KY – May 28, 2024 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage and media solutions, today announced that it and First Merchants Bank (“FMB”) executed a credit agreement implementing the previously-announced $22 |
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| May 28, 2024 |
$22,100,000 Revolving Credit Note dated May 23, 2024 Exhibit 10.2 REVOLVING CREDIT NOTE $22,100,000 Dated as of: May 23, 2024 THIS REVOLVING CREDIT NOTE (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Note”) is executed and delivered under and pursuant to the terms of that certain Credit Agreement dated as of the date hereof (as amended, restated, supplemented or modified from time to time, the “Credit Ag |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative R |
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| May 10, 2024 |
Press Release dated May 10, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fiscal 2024 First Quarter Results Strong Revenue Growth, Refinancing Underway, 2024 Outlook Reaffirmed LOUISVILLE, KY – May 10, 2024 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage and media solutions, announced its financial results for the fiscal first qu |
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| May 9, 2024 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities to Restructure Debt Through Revolving Credit Facility Provides Added Financial Flexibility and Path to Reduce Interest Going Forward LOUISVILLE, KY – May 9, 2024 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage and media solutions, today announced that it had signed |
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| May 9, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 8, 2024 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission F |
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| April 26, 2024 |
-12-31FY2023 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (Amendment No. |
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| April 17, 2024 |
Company Presentation Deck dated April 2024 Exhibit 99.1 |
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| April 17, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): April 15, 2024 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| March 28, 2024 |
Changes in Registrant's Certifying Accountant 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): March 25, 2024 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 28, 2024 |
Exhibit 16.1 March 27, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Creative Realities Inc.’s Form 8-K dated March 27, 2024, and have the following comments: 1. We agree with the statements made in the paragraphs under the header Dismissal of Independent Registered Public Accounting Firm. 2. We have no basis on w |
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| March 21, 2024 |
Articles of Incorporation, as amended Exhibit 3.1 ARTICLES OF INCORPORATION OF CREATIVE REALITIES, INC. The undersigned incorporator, being a natural person 18 years of age or older, in order to form a corporate entity under Minnesota Statutes, Chapter 302A, hereby adopts the following articles of incorporation: ARTICLE 1 Name: The name of this Corporation shall be Creative Realities, Inc. ARTICLE 2 Registered Office and Agent: The ad |
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| March 21, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33169 Creative Realities, Inc. |
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| March 21, 2024 |
Exhibit 21.1 Our corporate structure, including our principal operating subsidiaries, is as follows: Name of subsidiary Jurisdiction of incorporation or organization Allure Global Solutions, Inc. Georgia Reflect Systems, Inc. Delaware Creative Realities Canada, Inc. Canada |
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| March 21, 2024 |
Exhibit 19.1 CREATIVE REALITIES, INC. INSIDER TRADING POLICY (Updated March 18, 2024) Federal securities laws prohibit trading in the securities of a company on the basis of material non-public information, as well as disclosing such information to others who then trade in the company’s securities. Anyone violating these laws is subject to personal liability and could face criminal penalties. The |
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| March 21, 2024 |
Press Release dated March 21, 2024 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fiscal 2023 Fourth Quarter Results Record Revenue, Gross Profit, and Adjusted EBITDA for Quarter and Year LOUISVILLE, KY – March 21, 2024 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage and media solutions, announced its financial results for the fiscal fou |
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| March 21, 2024 |
Exhibit 4.2 Description of Securities The shares of common stock, par value $0.01 per share, of Creative Realities, Inc. (“we,” us” or the “Company”) is registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following is a description of our common stock, and certain material provisions of Minnesota law, our Amended and Restated Articles of Incorpo |
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| February 15, 2024 |
Stock Option Agreement dated June 1, 2020 between the Issuer and Rick Mills. Exhibit 10.1 CREATIVE REALITIES, INC. STOCK OPTION AGREEMENT This Stock Option Agreement (this “Agreement”) is made and entered into as of June 1, 2020, by and between Richard Mills (“Optionee”), and Creative Realities, Inc., a Minnesota corporation (the “Company”). BACKGROUND A. The Company has adopted the Creative Realities, Inc. 2014 Stock Incentive Plan (the “Plan”) pursuant to which shares of |
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| February 15, 2024 |
US22530J3095 / CREATIVE REALITI / MILLS RICHARD C - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 22530J309 (CUSIP Number) Richard C. Mills 13100 Magisterial Drive, Suite 100 Louisville, Kentucky 40223 (502) 791-8800 (Name, Address and Tele |
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| February 15, 2024 |
US22530J3095 / CREATIVE REALITI / MILLS RICHARD C - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 22530J309 (CUSIP Number) Richard C. Mills 13100 Magisterial Drive, Suite 100 Louisville, Kentucky 40223 (502) 791-8800 (Name, Address and Tele |
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| February 15, 2024 |
Stock Option Agreement dated June 1, 2020 between the Issuer and Rick Mills. Exhibit 10.1 CREATIVE REALITIES, INC. STOCK OPTION AGREEMENT This Stock Option Agreement (this “Agreement”) is made and entered into as of June 1, 2020, by and between Richard Mills (“Optionee”), and Creative Realities, Inc., a Minnesota corporation (the “Company”). BACKGROUND A. The Company has adopted the Creative Realities, Inc. 2014 Stock Incentive Plan (the “Plan”) pursuant to which shares of |
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| December 27, 2023 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Clas |
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| December 27, 2023 |
EX-1 2 exhibit1.htm EXHIBIT 1 SCHEDULE 13G CUSIP NO. 22530J200 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to certain shares of Common Stock of Creative Realities, Inc. and further |
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| December 1, 2023 |
CREX / Creative Realities Inc / Slipstream Funding, LLC - SC 13D/A Activist Investment SC 13D/A 1 d852048dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie |
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| November 15, 2023 |
CREX / Creative Realities Inc / Slipstream Funding, LLC - SC 13D/A Activist Investment SC 13D/A 1 d850619dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie |
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| November 9, 2023 |
Press Release dated November 9, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports 3rd Quarter 2023 Results ● Announces Record 3Q 2023 Revenue of $11.6 million ● Announces Record 3Q Gross Profit of $5.3 million (45.8%) ● Announces Record Annual Recurring Revenue run-rate of ~$15.6 million ● Announces Projected 4Q Revenue of $15.8- $17.8 million ● Reiterates Projected FY2023 Revenue of $46.8 - $48.4 million ● Issues Pr |
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| November 9, 2023 |
Exhibit 10.1 CREATIVE REALITIES, INC. 2023 STOCK INCENTIVE PLAN TABLE OF CONTENTS 1. Purpose 1 2. Administration 1 2.1 Administration by Committee 1 2.2 Delegation of Authority 1 3. Eligible Participants 1 4. Types of Incentives 2 5. Shares Subject to the Plan 2 5.1 Number of Shares 2 5.2 Cancellation 2 5.3 Type of Common Stock 2 5.4 Limitation on Awards Granted to Non-Employee Directors. 2 6. Sto |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creati |
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| August 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. |
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| August 21, 2023 |
Creative Realities Announces Proposed Public Offering of Common Stock Exhibit 99.1 Creative Realities Announces Proposed Public Offering of Common Stock LOUISVILLE, Ky., Aug. 16, 2023 (GLOBE NEWSWIRE) - Creative Realities, Inc. ("Creative Realities," "CRI," or the "Company") (NASDAQ: CREX, CREXW), a leading provider of digital signage solutions, today announced that it intends to offer and sell shares of its common stock (or pre-funded warrants in lieu thereof) in a |
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| August 21, 2023 |
Creative Realities Announces Pricing of $6 Million Public Offering of Common Stock Exhibit 99.2 Creative Realities Announces Pricing of $6 Million Public Offering of Common Stock LOUISVILLE, Ky., Aug. 17, 2023 (GLOBE NEWSWIRE) - Creative Realities, Inc. ("Creative Realities," "CRI," or the "Company") (NASDAQ: CREX, CREXW), a leading provider of digital signage solutions, today announced the pricing of its previously announced “reasonable best efforts” public offering of 3,000,00 |
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| August 21, 2023 |
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): August 17, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissi |
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| August 21, 2023 |
Exhibit 10.1 PLACEMENT AGENCY AGREEMENT August 17, 2023 Creative Realities, Inc. 13100 Magisterial Drive, Suite 100 Louisville, Kentucky Attention: Mr. Richard Mills Dear Mr. Mills: This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners (the “Placement Agent”) and Creative Realities, Inc., a Minnesota corporation (the “Company”), that the Placement Agent sh |
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| August 18, 2023 |
Creative Realities, Inc. 3,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-272202 PROSPECTUS SUPPLEMENT (To Prospectus dated June 6, 2023) Creative Realities, Inc. 3,000,000 Shares of Common Stock We are offering 3,000,000 shares of our common stock. Our common stock is listed on The Nasdaq Capital Market under the symbol “CREX”. On August 16, 2023, the last reported sale price of our common stock on The Nasdaq Capita |
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| August 16, 2023 |
SUBJECT TO COMPLETION, DATED AUGUST 16, 2023 Filed Pursuant to Rule 424(b)(5) Registration No. 333-272202 THE INFORMATION CONTAINED IN THIS PROSPECTUS SUPPLEMENT IS NOT COMPLETE AND MAY BE CHANGED. A REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN DECLARED EFFECTIVE BY THE SECURITIES AND EXCHANGE COMMISSION. THIS PRELIMINARY PROSPECTUS SUPPLEMENT AND ACCOMPANYING BASE PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NO |
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| August 4, 2023 |
Press Release dated August 4, 2023 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports 2nd Quarter 2023 Results ● Announces 2Q 2023 Revenue of $9.2 million ● Announces Record Annual Recurring Revenue run-rate now ~$15.2 million ● Announces 2Q Gross Profit of $4.3 million (46.7%) ● Announces 1H 2023 Record Gross Profit of $9.4 million (49.0%) ● Reiterates Projected Backlog Revenue exceeds $110 million LOUISVILLE, KY – Augu |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative Re |
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| June 27, 2023 |
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): June 26, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| June 2, 2023 |
June 2, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| May 25, 2023 |
As filed with the Securities and Exchange Commission on May 25, 2023 Registration No. |
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| May 25, 2023 |
Form of Indenture between the registrant and one or more trustees to be named Exhibit 4.4 FORM OF INDENTURE TO BE ENTERED INTO BETWEEN THE COMPANY AND A TRUSTEE TO BE NAMED CREATIVE REALITIES, INC. INDENTURE DEBT SECURITIES DATED AS OF , 20 [Name of Trustee] TRUSTEE CREATIVE REALITIES, INC. Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of , 20 Section 310(a) (1) 7.10 (a) (2) 7.10 (a) (3) Not Applicable (a) (4) Not Applicable (a) (5) 7.10 |
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| May 25, 2023 |
Company Presentation Deck dated May 2023 Exhibit 99.1 |
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| May 25, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Creative Realities, Inc. |
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| May 25, 2023 |
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): May 25, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| May 19, 2023 |
Creative Realities Rejects Unsolicited Proposal by Pegasus Capital Advisors, L.P. Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Rejects Unsolicited Proposal by Pegasus Capital Advisors, L.P. LOUISVILLE, KY – May 19, 2023 – As previously reported, on May 1, 2023, Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX, CREXW) received a revised proposal (the “Revised Proposal”) from Pegasus Capital Advisors, L.P., on behalf of itself and ce |
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| May 19, 2023 |
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): May 19, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| May 15, 2023 |
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): May 15, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| May 15, 2023 |
Creative Realities Reports 1st Quarter 2023 Results Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports 1st Quarter 2023 Results ● Announces Q1 2023 Revenue of $9.9 million ● Announces record Q1 Gross Profit of $5.1 million (51.2%) ● Announces record Q1 Adjusted EBITDA of $1.0 million (9.6%) ● Reaffirms 2023 Revenue Guidance of $60 million ● Projects Backlog Revenue of up to $110 million LOUISVILLE, KY – May 15, 2023 – Creative Realities, |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative R |
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| May 1, 2023 |
CREX / Creative Realities Inc / Slipstream Funding, LLC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☒ Definitive Proxy Statem |
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| May 1, 2023 |
Pegasus Capital Advisors, LP 750 East Main Street, Suite 600 Stamford, CT 06902 May 1, 2023 EX-99.6 Exhibit 99.6 Privileged & Confidential Pegasus Capital Advisors, LP 750 East Main Street, Suite 600 Stamford, CT 06902 May 1, 2023 VIA E-MAIL Special Committee of the Board of Directors Creative Realities, Inc. 13100 Magisterial Drive, Suite 100 Louisville, KY 40223 STRICTLY CONFIDENTIAL Dear Members of the Special Committee: On behalf of Pegasus Capital Advisors, L.P. (“Pegasus” or “we”), |
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| April 11, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): April 11, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| April 11, 2023 |
Creative Realities Complies with Nasdaq’s Minimum Bid Price Requirement Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Complies with Nasdaq’s Minimum Bid Price Requirement LOUISVILLE, KY – April 11, 2023 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX, CREXW), a leading provider of digital signage and media solutions, announced that based on a notification letter recently received from the Listing Qualifications Departme |
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| March 30, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 30, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| March 30, 2023 |
Exhibit 21.1 Our corporate structure, including our principal operating subsidiaries, is as follows: Name of subsidiary Jurisdiction of incorporation or organization Allure Global Solutions, Inc. Georgia Reflect Systems, Inc. Delaware Wireless Ronin Technologies Canada, Inc. Canada |
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| March 30, 2023 |
Creative Realities Reports Fourth Quarter 2022 and Fiscal Year 2022 Results Exhibit 99.1 Creative Realities Reports Fourth Quarter 2022 and Fiscal Year 2022 Results ● Announces Q4 2022 record revenue of $10.5 million ● Announces FY2022 record revenue of $43.3 million ● Announces FY2022 record Adjusted EBITDA of $3.8 million ● Announces growth of annual recurring revenue to $14.8 million run rate exiting 2022 ● Increases 2023 Revenue Guidance to Exceed $60 million ● Projec |
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| March 30, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33169 Creative Realities, Inc. |
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| March 28, 2023 |
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): March 28, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| March 28, 2023 |
EX-99.1 2 ex493288.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities announces Intention to Increase 2023 Guidance and Rejection of Unsolicited Proposal by Pegasus Capital Advisors, L.P. LOUISVILLE, KY – March 28, 2023 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX, CREXW), a leading provider of digital signage and media solutions, ann |
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| March 24, 2023 |
Creative Realities Announces 1-for-3 Reverse Stock Split Effective March 27, 2023 Exhibit 99.1 Creative Realities Announces 1-for-3 Reverse Stock Split Effective March 27, 2023 LOUISVILLE, KY – March 24, 2022 – Creative Realities, Inc. ("Creative Realities," "CRI," or the "company") (NASDAQ: CREX, CREXW), a leading provider of digital signage solutions, announced today that effective at 12:01 am on Monday, March 27, 2023, the Company will effect a one-for-three reverse stock sp |
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| March 24, 2023 |
-12-31 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): March 23, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Co |
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| March 24, 2023 |
Exhibit 3.1 ARTICLES OF AMENDMENT OF CREATIVE REALITIES, INC. The Undersigned, Chief Financial Officer of Creative Realities, Inc., a Minnesota corporation (the “Corporation”), hereby certifies that the following Articles of Amendment have been duly adopted by the Corporation’s Board of Directors pursuant to Section 302A.402, Subd. 3 of the Minnesota Business Corporation Act (the “Act”): 1. The na |
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| February 15, 2023 |
EX-10.1 2 ex475912.htm SECOND AMENDMENT TO MERGER AGREEMENT Exhibit 10.1 SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER This Second Amendment to Agreement and Plan of Merger (this “Amendment”) is entered into as of February 11, 2023, by and among Reflect Systems, Inc., a Delaware corporation (the “Company” or “Surviving Corporation”), Creative Realities, Inc., a Minnesota corporation (“Parent”), |
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| February 15, 2023 |
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): February 10, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| February 15, 2023 |
EX-10.2 3 ex475913.htm FIRST AMENDMENT TO NOTE AND SECURITY AGREEMENT Exhibit 10.2 FIRST AMENDMENT TO NOTE AND SECURITY AGREEMENT This First Amendment to Note and Security Agreement (the “Amendment”), dated effective as of February 11, 2023, is made by and among Creative Realities, Inc., a Minnesota corporation (“CRI”), and Reflect Systems, Inc., a Delaware corporation (“RSI” and together with CRI |
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| February 15, 2023 |
Exhibit 10.3 FIRST AMENDMENT TO ESCROW AGREEMENT THIS FIRST AMENDMENT TO ESCROW AGREEMENT, dated as of February 10, 2023, is entered into by and among RSI Exit Corporation, a Texas corporation (“Stockholders’ Representative”), Creative Realities, Inc., a Minnesota corporation (“Parent”, and together with Stockholders’ Representative, sometimes referred to individually as “Party” or collectively as |
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| February 15, 2023 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Announces 2nd Amendment to Merger Agreement; Extends Secured Promissory Note Maturity & Settles Working Capital LOUISVILLE, KY – February 15, 2023 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX, CREXW), a leading provider of digital engagement solutions, announced the amendment of its agreements related |
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| February 13, 2023 |
Exhibit 99.1 Creative Realities Confirms Receipt of Unsolicited Proposal from Pegasus Capital Advisors, L.P. Board Establishes Special Committee to Evaluate Proposal Stockholders Advised to Take No Action at This Time LOUISVILLE, Ky., Feb. 07, 2023 (GLOBE NEWSWIRE) - Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX, CREXW), a leading provider of digital signag |
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| February 13, 2023 |
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): February 7, 2023 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commiss |
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| February 6, 2023 |
CREX / Creative Realities Inc / Slipstream Funding, LLC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 6, 2023 |
Pegasus Capital Advisors, LP 750 East Main Street, Suite 600 Stamford, CT 06902 February 3, 2023 EX-99.5 Exhibit 99.5 Pegasus Capital Advisors, LP 750 East Main Street, Suite 600 Stamford, CT 06902 February 3, 2023 VIA E-MAIL Special Committee of the Board of Directors Creative Realities, Inc. 13100 Magisterial Drive, Suite 100 Louisville, KY 40223 STRICTLY CONFIDENTIAL Dear Members of the Special Committee: On behalf of Pegasus Capital Advisors, L.P. (“Pegasus” or “we”), we are pleased to su |
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| December 16, 2022 |
CREX / Creative Realities Inc / Slipstream Funding, LLC - SC 13D/A Activist Investment SC 13D/A 1 d423288dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Creative Realities, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 97652A 302 (CUSIP number) Brian Friedman c\o Pegasus Capital Advisors, L.P. 750 East Main Street Suite 6 |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creati |
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| November 14, 2022 |
Exhibit 10.5 TERM NOTE (2022) $2,000,000.00 October 31, 2022 Stamford, CT The undersigned, for value received, jointly and severally promise to pay to the order of Slipstream Communications, LLC (the ?Lender?) at its office in Stamford, Connecticut (or such other office designated by the Lender from time to time) the aggregate unpaid amount of all Advances under the Term Loan (2022) made to the un |
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| November 14, 2022 |
Exhibit 10.4 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT dated as of October 31, 2022 (this ?Amendment?) to the Second Amended and Restated Loan and Security Agreement dated as of February 17, 2022 (as, restated, supplemented, modified or otherwise changed from time to time, the ?Loan Agr |
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| November 14, 2022 |
Creative Realities Reports Third Quarter 2022 Results Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Third Quarter 2022 Results ● Announces record revenue of $11.2 million ● Reaffirms 2022 Revenue Guidance to Exceed $43 million ● Increases 2023 Revenue Guidance to at least $54 million ● Announces 2023 Adjusted EBITDA Guidance of 15% LOUISVILLE, KY – November 14, 2022 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Comp |
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| November 14, 2022 |
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 14, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| October 17, 2022 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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 12, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commiss |
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| August 22, 2022 |
Submission of Matters to a Vote of Security Holders 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): August 16, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissi |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative Re |
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| August 15, 2022 |
Press release dated August 15, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Second Quarter 2022 Results ? Announces record revenue of $10.9 million ? Announces growth of annual recurring revenue to $14.5 million run-rate ? Reaffirms 2022 Revenue Guidance to Exceed $43 million LOUISVILLE, KY ? August 15, 2022 ? Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), a lead |
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| July 7, 2022 |
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): June 30, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| July 7, 2022 |
Exhibit 10.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 7, 2022 |
Exhibit 10.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 7, 2022 |
Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| June 24, 2022 |
June 24, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| June 17, 2022 |
Exhibit 10.2 CREATIVE REALITIES, INC. AMENDMENT TO STOCK OPTION AGREEMENT This Amendment to Stock Option Agreement (this ?Amendment?) is made and entered into as of June 15, 2022, by and between Will Logan (?Optionee?), and Creative Realities, Inc., a Minnesota corporation (the ?Company?). BACKGROUND A. Optionee and the Company entered into that certain Stock Option Agreement dated as of June 1, 2 |
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| June 17, 2022 |
Exhibit 10.1 CREATIVE REALITIES, INC. AMENDMENT TO STOCK OPTION AGREEMENT This Amendment to Stock Option Agreement (this ?Amendment?) is made and entered into as of June 15, 2022, by and between Rick Mills (?Optionee?), and Creative Realities, Inc., a Minnesota corporation (the ?Company?). BACKGROUND A. Optionee and the Company entered into that certain Stock Option Agreement dated as of June 1, 2 |
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| June 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ? Definitive Proxy Statem |
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| June 17, 2022 |
Exhibit 10.4 CREATIVE REALITIES, INC. STOCK OPTION AGREEMENT This Stock Option Agreement (this ?Agreement?) is made and entered into as of June 15, 2022, by and between Will Logan (?Optionee?), and Creative Realities, Inc., a Minnesota corporation (the ?Company?). BACKGROUND The Company has adopted the Creative Realities, Inc. 2014 Stock Incentive Plan (the ?Plan?) pursuant to which shares of Comp |
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| June 17, 2022 |
Exhibit 10.3 CREATIVE REALITIES, INC. STOCK OPTION AGREEMENT This Stock Option Agreement (this ?Agreement?) is made and entered into as of June 15, 2022, by and between Richard Mills (?Optionee?), and Creative Realities, Inc., a Minnesota corporation (the ?Company?). BACKGROUND The Company has adopted the Creative Realities, Inc. 2014 Stock Incentive Plan (the ?Plan?) pursuant to which shares of C |
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| June 17, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Creative Realities, Inc. |
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| June 17, 2022 |
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): June 15, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| June 17, 2022 |
As filed with the Securities and Exchange Commission on June 17, 2022 As filed with the Securities and Exchange Commission on June 17, 2022 Registration No. |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative R |
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| May 16, 2022 |
Press release dated May 16, 2022+* Exhibit 99.2 FOR IMMEDIATE RELEASE Creative Realities Reports First Quarter 2022 Results ? Announces revenue of $10.8 million ? Reaffirms 2022 Revenue Guidance to Exceed $43 Million LOUISVILLE, KY ? May 16, 2022 ? Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), a leading provider of digital signage solutions, announced its financial results for the t |
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| May 16, 2022 |
Reflect Systems, Inc. 2021 audited financial statements* Exhibit 99.1 Reflect Systems, Inc. Financial Statements December 31, 2021 and 2020 Reflect Systems, Inc. Table of Contents December 31, 2021 and 2020 Page Independent Auditors? Report 1 Financial Statements Balance Sheets 3 Statements of Operations 4 Statements of Changes in Stockholders? Deficit 5 Statements of Cash Flows 6 Notes to Financial Statements 7 i Independent Auditors? Report To the Sto |
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| April 15, 2022 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): April 14, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| March 23, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 23, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| March 23, 2022 |
Exhibit 99.1 March 23, 2022 1 A CONNECTED JOURNEY AND INSPIRED EXPERIENCE Proprietary And Confidential This presentation contains "forward - looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amen ded, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, and in cludes, among other things, disc |
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| March 22, 2022 |
Exhibit 21.1 Our corporate structure, including our principal operating subsidiaries, is as follows: Name of subsidiary Jurisdiction of incorporation or organization Allure Global Solutions, Inc. Georgia Reflect Systems, Inc. Delaware Wireless Ronin Technologies Canada, Inc. Canada |
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| March 22, 2022 |
Press Release dated March 22, 2022 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fourth Quarter and Full Year 2021 Results; Expects 2022 Revenue to Exceed $43 Million LOUISVILLE, KY ? March 22, 2022 ? Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), a leading provider of digital signage solutions, announced its financial results for the year ended December 31, 2021, inc |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33169 Creative Realities, Inc. |
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| February 18, 2022 |
Exhibit 10.5 CREATIVE REALITIES, INC. RETENTION BONUS PLAN 1. Purpose. The purpose of this Plan is to incentivize and retain certain key employees of Reflect Systems, Inc., a Delaware corporation (?Reflect?), following the acquisition of Reflect by Creative Realities, Inc., a Minnesota corporation (the ?Company?), through a merger transaction (the ?Merger?), so such employees will continually and |
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| February 18, 2022 |
Exhibit 10.2 ACQUISITION TERM NOTE $10,000,000.00 February 17, 2022 Stamford, CT The undersigned, for value received, jointly and severally promise to pay to the order of Slipstream Communications, LLC (the ?Lender?) at its office in Stamford, Connecticut (or such other office designated by the Lender from time to time) the aggregate unpaid amount of all Advances under the Acquisition Term Loan ma |
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| February 18, 2022 |
Lender Warrant dated February 17, 2022 Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 18, 2022 |
Exhibit 10.6 CREATIVE REALITIES, INC. RETENTION BONUS PLAN Effective February 17, 2021 Award Agreement Subject to the terms and conditions of the Creative Realities, Inc. Retention Bonus Plan (the "Plan"), including the requirement for the undersigned Participant to timely execute (and not revoke) the Waiver and Release Agreement attached hereto as Annex A (the "Waiver and Release"), the Board her |
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| February 18, 2022 |
Exhibit 10.1 SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS Second Amended and Restated Loan And Security Agreement (this ?Agreement?), dated as of February 17, 2022 (the ?Execution Date?), is by and among (i) Creative Realities, Inc., a Minnesota corporation (?CRI?), Creative Realities Canada, Inc., an Ontario corporation (?CRCI?), Allure Global Solutions, Inc., a Georgia corporatio |
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| February 18, 2022 |
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): February 15, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| February 18, 2022 |
Exhibit 99.1 Creative Realities, Inc. and Reflect Systems Finalize Merger, Expand End-to-End Offering and Verticals Served Comprehensive solution and market presence positions the newly combined company to dominate the digital signage industry LOUISVILLE, KY & DALLAS, TX ? FEB. 18, 2022 ? Creative Realities, Inc. (?CRI?, NASDAQ: CREX, CREXW) and Reflect Systems announced today that the companies h |
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| February 18, 2022 |
Purchaser Warrant dated February 17, 2022 Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 18, 2022 |
Exhibit 10.4 NOTE AND SECURITY AGREEMENT (Escrow/Holdback Amounts) $2,500,000.00 February 17, 2022 FOR VALUE RECEIVED, the receipt of which is hereby acknowledged Creative Realities, Inc., a Minnesota corporation (?CRI?), and Reflect Systems, Inc., a Delaware corporation (?RSI? and together with CRI, each a ?Borrower? and collectively, the ?Borrowers?), hereby, jointly and severally, promise to pa |
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| February 18, 2022 |
Exhibit 10.3 CONSOLIDATION TERM NOTE (2022) $7,185,319.06 February 17, 2022 Stamford, CT The undersigned, for value received, jointly and severally promise to pay to the order of Slipstream Communications, LLC (the ?Lender?) at its office in Stamford, Connecticut (or such other office designated by the Lender from time to time) the aggregate unpaid amount of all Advances under the Consolidation Te |
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| February 14, 2022 |
Creative Realities, Inc. 14,333,010 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-262516 Creative Realities, Inc. 14,333,010 Shares of Common Stock This prospectus relates to the proposed resale or other disposition from time to time of up to 14,333,010 shares of common stock, $0.01 par value per share, of Creative Realities, Inc. (the ?Company?) by the selling shareholders identified in this prospectus. We are not selling a |
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| February 9, 2022 |
February 9, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| February 9, 2022 |
Financial Statements and Exhibits, Entry into a Material Definitive Agreement 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): February 8, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commiss |
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| February 9, 2022 |
Exhibit 2.1 AMENDMENT TO AGREEMENT AND PLAN OF MERGER This Amendment to Agreement and Plan of Merger (this ?Amendment?) is entered into as of February 8, 2022, by and among Reflect Systems, Inc., a Delaware corporation (the ?Company?), Creative Realities, Inc., a Minnesota corporation (?Parent?), CRI Acquisition Corporation, a Delaware corporation (?Merger Sub?), and RSI Exit Corporation, a Texas |
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| February 8, 2022 |
The date of this Supplement is February 8, 2022. Filed Pursuant to Rule 424(b)(3) Registration No. 333-261048 SUPPLEMENT NO. 3 (To Joint Proxy Statement/Prospectus dated January 7, 2022) This supplement (this ?Supplement?) supplements the Joint Proxy Statement/Prospectus dated January 7, 2022 (the ?Joint Proxy Statement/Prospectus?), mailed to shareholders of Creative Realities, Inc. (?Creative Realities? or ?CRI?) on or about January 11, 2021 i |
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| February 4, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Creative Realities, Inc. |
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| February 4, 2022 |
Exhibit 99.4 SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION (In dollars except share amounts) On November 12, 2021, Creative Realities, Inc. (?Creative Realities?, the ?Company?, or ?Parent?), announced the execution of an Agreement and Plan of Merger (the ?Merger Agreement?), pursuant to which Creative Realities will acquire Reflect Systems, Inc. (?Reflect?) by the merger o |
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| February 4, 2022 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of February 3, 2022, between Creative Realities, Inc., a Minnesota corporation (the ?Company?), and each of the several purchasers signatory hereto (each such purchaser, a ?Purchaser? and, collectively, the ?Purchasers?). This Agreement is made pursuant to the Securities Pur |
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| February 4, 2022 |
Creative Realities Announces $11 Million Private Placement Priced At-The-Market Under Nasdaq Rules Exhibit 99.1 Creative Realities Announces $11 Million Private Placement Priced At-The-Market Under Nasdaq Rules LOUISVILLE, Ky. Feb. 3, 2022 /PRNewswire/ - Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), today announced it has entered into definitive agreements for a private placement with a U.S. institutional investor of (i) 1,315,000 shares of comm |
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| February 4, 2022 |
Exhibit 1.1 February 3, 2022 Creative Realities, Inc. 13100 Magisterial Drive, Suite 100 Louisville, Kentucky Attention: Mr. Richard Mills Dear Mr. Mills: This letter (the ?Agreement?) constitutes the agreement between A.G.P./Alliance Global Partners (the ?Placement Agent?) and Creative Realities, Inc., a Minnesota corporation (the ?Company?), that the Placement Agent shall serve as the exclusive |
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| February 4, 2022 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 4, 2022 |
REFLECT SYSTEMS, INC. BALANCE SHEETS As of September 30, 2021 (unaudited) and December 31, 2020 Exhibit 99.3 Page Reflect Systems, Inc. Balance Sheet at September 30, 2021 (unaudited) and December 31, 2020 F-2 Statement of Operations for the nine months ended September 30, 2021 and 2020 (unaudited) F-3 Statements of Changes in Stockholders? Deficit for the nine months ended September 30, 2021 and 2020 (unaudited) F-4 Statement of Cash Flows for the nine months ended September 30, 2021 and 20 |
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| February 4, 2022 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 4, 2022 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of February 3, 2022, between Creative Realities, Inc., a Minnesota corporation (the ?Company?), and each purchaser identified on the signature page hereto (including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and conditions s |
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| February 4, 2022 |
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): February 3, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commiss |
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| February 4, 2022 |
As filed with the Securities and Exchange Commission on February 4, 2022 As filed with the Securities and Exchange Commission on February 4, 2022 Registration No. |
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| February 4, 2022 |
EX-99.2 8 ea154895ex99-2creative.htm RISK FACTORS Exhibit 99.2 RISK FACTORS You should carefully review and consider the following risk factors in evaluating any investment in Creative Realities, Inc. (“Creative Realities”) and the proposed merger (the “Merger”) of Reflect Systems, Inc. (“Reflect”) with and into CRI Acquisition Corporation, a wholly owned subsidiary of Creative Realities, as conte |
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| February 1, 2022 |
Financial Statements and Exhibits, Other Events 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): February 1, 2022 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commiss |
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| February 1, 2022 |
The date of this Supplement is February 1, 2022. Filed Pursuant to Rule 424(b)(3) Registration No. 333-261048 SUPPLEMENT NO. 2 (To Joint Proxy Statement/Prospectus dated January 7, 2022) This supplement no. 2 (this ?Supplement?) supplements the Joint Proxy Statement/Prospectus dated January 7, 2022 (the ?Joint Proxy Statement/Prospectus?), mailed to shareholders of Creative Realities, Inc. (?Creative Realities?) on or about January 11, 2021 in c |
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| February 1, 2022 |
EX-99.1 2 ea154773ex99-1creativereal.htm PRESS RELEASE, DATED FEBRUARY 1, 2022 Exhibit 99.1 Creative Realities, Inc. and Reflect Win Multi-Million Dollar Retail Project on First Bid Together Merged company making waves with strongest digital signage offerings on market LOUISVILLE, Ky. and DALLAS, Feb. 1, 2022 – Digital signage leaders Creative Realities, Inc. (“CRI”, NASDAQ: CREX, CREXW) and Refle |
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| January 28, 2022 |
The date of this Supplement is January 28, 2022. Filed Pursuant to Rule 424(b)(3) Registration No. 333-261048 SUPPLEMENT NO. 1 (To Joint Proxy Statement/Prospectus dated January 7, 2022) This supplement (this ?Supplement?) supplements the Joint Proxy Statement/Prospectus dated January 7, 2022 (the ?Joint Proxy Statement/Prospectus?), mailed to shareholders of Creative Realities, Inc. (?Creative Realities? or ?CRI?) on or about January 11, 2021 i |
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| January 7, 2022 |
PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT Filed Pursuant to Rule 424(b)(3) Registration No. 333-261048 PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT To the Shareholders of Creative Realities, Inc. and the Stockholders of Reflect Systems, Inc., Creative Realities, Inc., a Minnesota corporation, or ?Creative Realities,? and Reflect Systems, Inc., a Delaware corporation, or ?Reflect,? entered into an Agreement and Plan of Merger, or the ?Merge |
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| January 4, 2022 |
Form of Proxy Card for Creative Realities Meeting* EX-99.1 6 ea151219ex99-1creativereal.htm FORM OF PROXY CARD FOR CREATIVE REALITIES MEETING Exhibit 99.1 |
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| January 4, 2022 |
Form of Proxy Card for Reflect Meeting* EX-99.2 7 ea151219ex99-2creativereal.htm FORM OF PROXY CARD FOR REFLECT MEETING Exhibit 99.2 To the Holders of Reflect Systems, Inc. Capital Stock To vote in the Reflect Systems, Inc. special meeting, please mark, sign and date your proxy card and either (i) return it in the postage-paid envelope we have provided or otherwise return it to Matt Schmitt, President, Reflect Systems, Inc., 2221 Lakesi |
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| January 4, 2022 |
January 4, 2022 SUBMITTED VIA EDGAR U. S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Ms. Priscilla Dao Mr. Joshua Shainess Re: Creative Realities, Inc. (the ?Company?) Registration Statement on Form S-4 File No. 333-261048 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, a |
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| January 4, 2022 |
Bradley Pederson Direct Dial: (612) 672-8341 Direct Fax: (612) 642-8381 [email protected] January 4, 2022 SUBMITTED VIA EDGAR U. S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Ms. Priscilla Dao Mr. Joshua Shainess Re: Creative Realities, Inc. (the ?Company?) Registration Statement on Form S- |
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| January 4, 2022 |
As filed with the Securities and Exchange Commission on January 4, 2022 As filed with the Securities and Exchange Commission on January 4, 2022 Registration No. |
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| November 15, 2021 |
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 12, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creati |
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| November 15, 2021 |
?Exhibit 99.1 Industry Merger Creates Powerful New Digital Signage Leader Creative Realities, Inc. and Reflect Systems, Inc. Announce Definitive Merger Agreement LOUISVILLE, KY & DALLAS, TX ? Nov. 12, 2021 ? Today Creative Realities, Inc. (?CRI?, NASDAQ: CREX, CREXW) and Reflect Systems, Inc. (Reflect) announced that the companies have executed a definitive merger agreement. Under the terms of the |
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| November 15, 2021 |
Exhibit 10.2 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (?Agreement?) is made and entered into effective as of November 12, 2021, by and between Creative Realities, Inc., a Minnesota corporation with a principal place of business at 13100 Magisterial Drive, Ste 100, Louisville, Kentucky 40223 (the ?Company?), and Will Logan, a resident of the State of Kentucky (?Executive?) |
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| November 15, 2021 |
EX-9.1 3 ea150536ex9-1creativereal.htm VOTING AND LOCK-UP AGREEMENT DATED NOVEMBER 12, 2021 AMONG REGISTRANT, REFLECT SYSTEMS, INC. AND CERTAIN STOCKHOLDERS OF REFLECT Exhibit 9.1 REFLECT SYSTEMS, INC. VOTING AND LOCK-UP AGREEMENT THIS VOTING AND LOCK-UP AGREEMENT, dated as of [●], 2021 (this “Agreement”), is by and among Creative Realities, a Minnesota corporation (“Parent”), and the stockholders |
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| November 15, 2021 |
Exhibit 9.2 CREATIVE REALITIES, INC. VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of [?], 2021 (this ?Agreement?), is by and among Reflect Systems, Inc., a Delaware corporation (?Reflect?) and the stockholders of Creative Realities, Inc., a Minnesota corporation (the ?Company?), identified as the signatories hereto (collectively, the ?Stockholders,? and each a ?Stockholder?). WHEREAS, in conne |
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| November 15, 2021 |
Press release dated November 15, 2021 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Third Quarter 2021 Results Comments on anticipated merger with Reflect Systems, Inc. LOUISVILLE, KY ? November 15, 2021 ? Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), a leading provider of digital marketing solutions, announced its financial results for the three- and nine-months ended |
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| November 15, 2021 |
Exhibit 2.1 Annex A Merger Agreement AGREEMENT AND PLAN OF MERGER By and among Reflect Systems, Inc., Creative Realities, Inc., CRI Acquisition Corporation and RSI Exit Corporation dated as of November 12, 2021 A-1 TABLE OF CONTENTS I. The Merger A-7 1.1 The Merger. A-7 1.2 Effective Time; Effect of the Merger. A-8 1.3 Certificate of Incorporation and Bylaws of the Surviving Corporation. A-8 1.4 D |
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| November 15, 2021 |
EX-10.1 5 ea150536ex10-1creativereal.htm EMPLOYMENT AGREEMENT DATED AS OF NOVEMBER 12, 2021 BY AND BETWEEN THE REGISTRANT AND RICK MILLS Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into effective as of November 12, 2021, by and between Creative Realities, Inc., a Minnesota corporation with a principal place of business at 13100 |
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| November 12, 2021 |
EX-9.1 3 ea149949ex9-1creativereal.htm FORM OF VOTING AND LOCK-UP AGREEMENT DATED NOVEMBER 12, 2021 AMONG REGISTRANT, REFLECT SYSTEMS, INC. AND CERTAIN STOCKHOLDERS OF REFLECT Exhibit 9.1 REFLECT SYSTEMS, INC. VOTING AND LOCK-UP AGREEMENT THIS VOTING AND LOCK-UP AGREEMENT, dated as of [●], 2021 (this “Agreement”), is by and among Creative Realities, a Minnesota corporation (“Parent”), and the stoc |
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| November 12, 2021 |
As filed with the Securities and Exchange Commission on November 12, 2021 Registration No. |
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| November 12, 2021 |
EX-9.2 4 ea149949ex9-2creativereal.htm FORM OF VOTING AGREEMENT DATED NOVEMBER 21, 2021 AMONG REGISTRANT, REFLECT SYSTEMS, INC. AND CERTAIN STOCKHOLDERS OF REGISTRANT Exhibit 9.2 CREATIVE REALITIES, INC. VOTING AGREEMENT THIS VOTING AGREEMENT, dated as of [●], 2021 (this “Agreement”), is by and among Reflect Systems, Inc., a Delaware corporation (“Reflect”) and the stockholders of Creative Realiti |
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| November 12, 2021 |
Agreement and Plan of Merger dated November 12, 2021* Exhibit 2.2 Annex A Merger Agreement AGREEMENT AND PLAN OF MERGER By and among Reflect Systems, Inc., Creative Realities, Inc., CRI Acquisition Corporation and RSI Exit Corporation dated as of November 12, 2021 A-1 TABLE OF CONTENTS I. The Merger A-7 1.1 The Merger. A-7 1.2 Effective Time; Effect of the Merger. A-8 1.3 Certificate of Incorporation and Bylaws of the Surviving Corporation. A-8 1.4 D |
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| August 16, 2021 |
Press release dated August 16, 2021 Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Second Quarter 2021 Results LOUISVILLE, KY ? August 16, 2021 ? Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), a leading provider of digital marketing solutions, announced its financial results for the three- and six-months ended June 30, 2021. Rick Mills, Chief Executive Officer, commente |
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| August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative Re |
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| June 22, 2021 |
As filed with the Securities and Exchange Commission on June 22, 2021 As filed with the Securities and Exchange Commission on June 22, 2021 Registration No. |
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| June 22, 2021 |
EX-4.2 2 ea142604ex4-2creative.htm CREATIVE REALITIES, INC. 2014 STOCK INCENTIVE PLAN, AS AMENDED ON JULY 10, 2020 Exhibit 4.2 CREATIVE REALITIES, INC. 2014 STOCK INCENTIVE PLAN 1. Purpose. The purpose of the 2014 Stock Incentive Plan (the “Plan”) of Creative Realities, Inc., a Minnesota corporation (the “Company”), is to increase shareholder value and to advance the interests of the Company by fu |
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| May 19, 2021 |
Submission of Matters to a Vote of Security Holders 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): May 17, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commission |
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| May 17, 2021 |
Press release dated May 17, 2021 EXHIBIT 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports First Quarter 2021 Results LOUISVILLE, KY ? May 17, 2021 ? Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), a leading provider of digital marketing solutions, announced its financial results for the first quarter ended March 31, 2021. Rick Mills, Chief Executive Officer, commented ?During t |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33169 Creative R |
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| April 6, 2021 |
April 6, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| April 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) S Definitive Proxy State |
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| April 2, 2021 |
As filed with the Securities and Exchange Commission on April 2, 2021 Registration No. |
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| March 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant ? Check the appropriate box: S Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| March 11, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 10, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissio |
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| March 11, 2021 |
Company Presentation Deck dated March 10, 2021 EX-99.1 2 ea137377ex99-1creative.htm COMPANY PRESENTATION DECK DATED MARCH 10, 2021 Exhibit 99.1 |
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| March 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33169 Creative Realities, Inc. |
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| March 10, 2021 |
Exhibit 10.36 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS Amended and Restated Loan And Security Agreement (this ?Agreement?), dated as of March 7, 2021 (the ?Execution Date?), is by and among Creative Realities, Inc., a Minnesota corporation (?CRI?), Creative Realities, LLC, a Delaware limited liability company (?CRLLC?), Creative Realities Canada, Inc., an Ontario corporation (?CRCI?), |
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| March 10, 2021 |
Press Release dated March 9, 2020*+ Exhibit 99.1 FOR IMMEDIATE RELEASE Creative Realities Reports Fourth Quarter and Full Year 2020 Results LOUISVILLE, KY ? March 9, 2021 ? Creative Realities, Inc. (?Creative Realities,? ?CRI,? or the ?Company?) (NASDAQ: CREX, CREXW), a leading provider of digital marketing solutions, announced its financial results for the year ended December 31, 2020, including the quarter ended as of the same dat |
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| March 4, 2021 |
Exhibit 10.1 THIRTEENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This THIRTEENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT dated as of February 28, 2021 (this ?Amendment?) to the Loan and Security Agreement dated as of August 17, 2016 (as amended by the First Amendment dated as of December 12, 2016, the Second Amendment dated as of November 13, 2017 (including the Allonge dated November 13, 2017 pu |
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| March 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Amendment No. |
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| March 4, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): February 28, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| March 4, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that statements on Schedules 13G and/or 13D and Forms 3, 4 and 5 with respect to the securities of Creative Realities, Inc. and any amendments thereto signed by each of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) promulgated under the Securitie |
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| February 19, 2021 |
CREATIVE REALITIES, INC. ANNOUNCES $2.0 MILLION REGISTERED DIRECT OFFERING Exhibit 99.1 CREATIVE REALITIES, INC. ANNOUNCES $2.0 MILLION REGISTERED DIRECT OFFERING LOUISVILLE, Ky., February 18, 2021 /PRNewswire/ - Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX, CREXW), announced today that it has entered into a definitive agreement with an institutional investor for the purchase and sale of 800,000 shares at a purchase price of $2.5 |
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| February 19, 2021 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of February 18, 2021, between Creative Realities, Inc., a Minnesota corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and condi |
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| February 19, 2021 |
Creative Realities, Inc. 800,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-238275 PROSPECTUS SUPPLEMENT (To Prospectus dated May 14, 2020) Creative Realities, Inc. 800,000 Shares of Common Stock We are offering 800,000 shares of our common stock at a purchase price of $2.50 per share to an institutional investor pursuant to this prospectus supplement and the accompanying prospectus. Our common stock is listed on The |
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| February 19, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): February 18, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| February 18, 2021 |
Filed Pursuant to 424(b)(5) Registration No. 333-238275 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus dated May 14, 2020) $3,700,000 Common Stock This Prospectus Supplement No. 2 dated February 18, 2021, or this Prospectus Supplement, supplements and amends our Prospectus dated May 14, 2020, as previously supplemented by the prospectus supplement dated June 19, 2020, which we refer to collectively as |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CREATIVE REALITIES, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 22530J101 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 3, 2021 |
Exhibit 10.1 TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT dated as of January 31, 2021 (this “Amendment”) to the Loan and Security Agreement dated as of August 17, 2016 (as amended by the First Amendment dated as of December 12, 2016, the Second Amendment dated as of November 13, 2017 (including the Allonge dated November 13, 2017 pursuant |
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| February 3, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - CURRENT REPORT 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): January 31, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commiss |
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| January 15, 2021 |
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): January 11, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commiss |
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| January 7, 2021 |
EX-10.1 2 ea132922ex10-1creative.htm ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT DATED DECEMBER 31, 2020 BY AND AMONG THE COMPANY, ITS SUBSIDIARIES AND SLIPSTREAM COMMUNICATIONS, LLC. Exhibit 10.1 ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT dated as of December 31, 2020 (this “Amendment”) to the Loan and Security Agreement dated as |
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| January 7, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K 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): December 31, 2020 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commis |
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| January 5, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT 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): January 4, 2021 CREATIVE REALITIES, INC. (Exact name of registrant as specified in its charter) Minnesota 001-33169 41-1967918 (State or other jurisdiction of incorporation) (Commissi |
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| January 5, 2021 |
Creative Realities, Inc. Clarifies Certain Reported Information EX-99.1 2 ea132670ex99-1creative.htm PRESS RELEASE Exhibit 99.1 Creative Realities, Inc. Clarifies Certain Reported Information LOUISVILLE, KY – January 4, 2021 – Creative Realities, Inc. ("Creative Realities," "CRI," or the "Company") (NASDAQ: CREX, CREXW), a leading provider of digital marketing solutions, is providing information to its investors to clarify certain information about the Company |
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| November 30, 2020 |
EX-10.1 2 ea130738ex10-1creative.htm TENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT DATED NOVEMBER 30, 2020 BY AND AMONG THE COMPANY, ITS SUBSIDIARIES AND SLIPSTREAM COMMUNICATIONS, LLC Exhibit 10.1 TENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This TENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT dated as of November 30, 2020 (this “Amendment”) to the Loan and Security Agreement dated as of August |
