Washington, D.C. 20549





Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

June 10, 2019 (June 6, 2019)



(Exact name of registrant as specified in its charter)



DELAWARE 001-34822 58-2394628

(State or other jurisdiction

of incorporation)


File Number)

(I.R.S. Employer

Identification Number)

5 Musick

Irvine, Ca. 92618

(Address of principal executive offices, zip code)

(949) 900-6833

(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Securities registered pursuant to Section 12(g) of the Act:


Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value per share MRIC OTCQB Marketplace






Item 1.02.Termination of Material Definitive Agreement.


On June 6, 2019, the Company repaid in full all of the outstanding principal, together with all accrued and unpaid interest, of its 12% Second-Priority Secured Non-Convertible Promissory Notes due 2019 (the “Notes”). In connection with the foregoing, the Company repaid a total of approximately $2.0 million, which included principal and interest. Effective upon receipt of such payments, the Notes and other related loan documents, including the Security Agreement, dated as of March 25, 2014 (the “Security Agreement”), made between the Company and Landmark Community Bank, a Tennessee state-chartered bank, as collateral agent thereunder, were terminated and are of no further force or effect (except with respect to any obligations and provisions that survive the termination thereof) and all liens granted in connection with the Notes and other related loan documents, including the Security Agreement, were released.





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


Date: June 10, 2019 MRI INTERVENTIONS, INC.

/s/ Harold A. Hurwitz

    Harold A. Hurwitz
    Chief Financial Officer