CLOK / SideChannel Inc - SEC-Einreichungen, Jahresbericht, Proxy Statement

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 12, 2026 SideChannel, Inc. (E

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 12, 2026 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Num

SideChannel Reports FY 2026 Second Quarter Results Financial results conference call on Tuesday, May 12 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Reports FY 2026 Second Quarter Results Financial results conference call on Tuesday, May 12 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / MAY 12, 2026 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel” or the “Company”), a leading provider of cybersecurity services and technology to emerging to enterprise companies, today announced its financial results for the second quarter o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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, 2026 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel, Inc

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 31, 2026 SideChannel, Inc.

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 31, 2026 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File N

SideChannel Deploys AI Across Sales, Marketing, and Cybersecurity Delivery Operations

Exhibit 99.1 SideChannel Deploys AI Across Sales, Marketing, and Cybersecurity Delivery Operations Public cybersecurity firm applies AI-powered operations to scale vCISO delivery, accelerate go-to-market, and increase client coverage without proportional headcount growth WORCESTER, MA / ACCESS Newswire / March 31, 2026 / SideChannel, Inc. (OTCQB: SDCH), the largest vCISO (virtual CISO) firm in Nor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 December 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel,

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 12, 2026 SideChannel, In

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 12, 2026 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

SideChannel Reports FY 2026 First Quarter Results Financial results conference call on Tuesday, February 17 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Reports FY 2026 First Quarter Results Financial results conference call on Tuesday, February 17 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / February 17, 2026 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel” or the “Company”), a leading provider of cybersecurity services and technology to emerging to enterprise companies, today announced its financial results for the first q

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

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 State

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 27, 2026 SideChannel, Inc

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 27, 2026 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Expands Enclave Capabilities to Reduce SaaS Risk

Exhibit 99.1 SideChannel Expands Enclave Capabilities to Reduce SaaS Risk WORCESTER, MA / ACCESSWIRE / January 27, 2026 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology from emerging to enterprise companies, today announced expanded capabilities within its Enclave platform designed to address a growing gap between how access is granted a

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 22, 2026 SideChannel, Inc

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 22, 2026 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Announces Reverse Stock Split

Exhibit 99.1 SideChannel Announces Reverse Stock Split WORCESTER, MA / ACCESSWIRE / January 22, 2026 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology from emerging to enterprise companies, today announced that its Board of Directors has approved a reverse stock split of the Company’s common stock at a ratio of 1-for-52 (the “Reverse Stoc

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 12, 2026 SideChannel, Inc

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 12, 2026 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

EX-3.2

Exhibit 3.2

EX-3.1

Exhibit 3.1

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

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 State

Calculation of Filing Fee Tables Form S-8 (Form Type) SideChannel, Inc. Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) SideChannel, Inc.

DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of September 30, 2025, SideChannel, Inc. (the “Company”) had one class of security registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): its common stock, par value $0.001 per share (“Common Stock”). Description of Common

SIDECHANNEL, INC. POLICY ON INSIDER TRADING

Exhibit 19.1 SIDECHANNEL, INC. POLICY ON INSIDER TRADING Company “insiders” are subject to individual responsibilities and restrictions in addition to the responsibilities and obligations of the company itself. An “Insider” of a company is a person who is a director, officer, contractor, employee, advisor or consultant in possession of nonpublic material information regarding a company, as well as

COMMON STOCK PURCHASE WARRANT Cipherloc Corporation

Exhibit 10.5 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 to Registration Number 333-282361 POST-EFFECTIVE AMENDMENT NO. 1 to Registration Statement No. 333-265892 FORM S-8 REGISTRATION STATEMENT UNDER THE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 to Registration Number 333-282361 POST-EFFECTIVE AMENDMENT NO. 1 to Registration Statement No. 333-265892 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 86-0837077 (State or other jurisdiction of i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 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: 000-28745 SideChannel, Inc. (Exact

EX-10.3

Exhibit 10.3

EX-10.4

Exhibit 10.4

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction of Incorporation SCS, Inc. Massachusetts

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 9, 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): December 9, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

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

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 State

SideChannel Announces Anna Seacat Appointed to Board of Directors

Exhibit 99.1 SideChannel Announces Anna Seacat Appointed to Board of Directors WORCESTER, MA / ACCESSWIRE / December 9, 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology from emerging to enterprise companies, today announced the appointment Anna Seacat to its Board of Directors underscoring SideChannel’s dedication to leadership exce

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 8, 2025 SideChannel, Inc

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 8, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

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 3, 2025 SideChannel, Inc

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 3, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Announces Preliminary Fiscal Year 2025 Results Financial results conference call on Wednesday, December 3 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Announces Preliminary Fiscal Year 2025 Results Financial results conference call on Wednesday, December 3 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / December 3, 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its preliminary, unaudited financial resu

SideChannel Appoints Jamie Wolf as Chief Marketing Officer to Accelerate Brand Growth and Market Expansion

Exhibit 99.1 SideChannel Appoints Jamie Wolf as Chief Marketing Officer to Accelerate Brand Growth and Market Expansion WORCESTER, MA / ACCESS Newswire / October 29, 2025– SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leader in cybersecurity services and technology, today announced the appointment of Jamie Wolf as Chief Marketing Officer. Wolf joins the executive leadership team to accelerate

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 29, 2025 SideChannel, Inc

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 29, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Expands Leadership to Accelerate Enclave Growth with Appointment of Jerod Brennen as VP, Cybersecurity Advisor

Exhibit 99.1 SideChannel Expands Leadership to Accelerate Enclave Growth with Appointment of Jerod Brennen as VP, Cybersecurity Advisor WORCESTER, MA / ACCESS Newswire / October 8, 2025 – SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leader in cybersecurity software and services, today announced that Jerod Brennen has been appointed Vice President - Cybersecurity Advisor, with a primary focus

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 8, 2025 SideChannel, Inc.

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 8, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

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 20, 2025 SideChannel, Inc.

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 20, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Debuts Threat Intelligence Labs at DEF CON 33

Exhibit 99.1 SideChannel Debuts Threat Intelligence Labs at DEF CON 33 WORCESTER, MA / ACCESSWIRE / August 20 , 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, debuted its Threat Intelligence Labs, Threat Mitigation platform, and related services at DEF CON 33 in Las Vegas. The new Insider T

SideChannel Reports Third Quarter Results Financial results conference call on Wednesday, August 13 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Reports Third Quarter Results Financial results conference call on Wednesday, August 13 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / August 13 , 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its financial results for the third quarter of the fiscal y

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel, Inc.

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 SideChannel, Inc.

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 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

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): July 15, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Nu

SideChannel’s Enclave Zero Trust Software Selected to Modernize Cyber Defenses for Major Arizona City, Protecting Vital Infrastructure

Exhibit 99.1 SideChannel’s Enclave Zero Trust Software Selected to Modernize Cyber Defenses for Major Arizona City, Protecting Vital Infrastructure WORCESTER, MA / ACCESS Newswire / July 15, 2025 – SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leader in cybersecurity software and services, today announced that a major Arizona city has selected its Enclave platform to modernize and secure its m

SideChannel Wins Second Department of Defense Software Contract SideChannel’s Enclave Software to Increase DoD Intelligence Network Security

Exhibit 99.1 SideChannel Wins Second Department of Defense Software Contract SideChannel’s Enclave Software to Increase DoD Intelligence Network Security WORCESTER, MA / ACCESSWIRE / June 17, 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leader in modern cybersecurity technology and services solutions, today announced the deployment of its Enclave zero trust software by a second service

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 17, 2025 SideChannel, Inc. (

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 17, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Nu

Regulation FD Disclosure, Results of Operations and Financial Condition, 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 7, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel, Inc

SideChannel Reports Second Quarter Results Financial results conference call on Wednesday, May 7 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Reports Second Quarter Results Financial results conference call on Wednesday, May 7 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / May 7, 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its financial results for the second fiscal year quarter ended Marc

LETTER

March 25, 2025 Ryan Polk Chief Financial Officer SideChannel, Inc. 146 Main Street, Suite 405 Worcester, MA 01608 Re: SideChannel, Inc. Form 10-K for the Fiscal Year ended September 30, 2024 Filed December 13, 2024 File No. 000-28745 Dear Ryan Polk: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy and adequacy of their

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 ☐ TRANSITION REP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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: 000-28745 Side

LAURA ANTHONY, ESQ.

LAURA ANTHONY, ESQ. CRAIG D. LINDER, ESQ.* JOHN CACOMANOLIS, ESQ.** Associates and OF COUNSEL: CHAD FRIEND, ESQ., LLM MICHAEL R. GEROE, ESQ., CIPP/US*** JESSICA HAGGARD, ESQ. **** christopher t. hines ***** PETER P. LINDLEY, ESQ., CPA, MBA JOHN LOWY, ESQ.****** STUART REED, ESQ. LAZARUS ROTHSTEIN, ESQ. SVETLANA ROVENSKAYA, ESQ.******* HARRIS TULCHIN, ESQ. ******** WWW.ALCLAW.COM WWW.SECURITIESLAWB

LETTER

February 27, 2025 Ryan Polk Chief Financial Officer SideChannel, Inc. 146 Main Street, Suite 405 Worcester, MA 01608 Re: SideChannel, Inc. Form 10-K for the Fiscal Year ended September 30, 2024 Filed December 13, 2024 File No. 000-28745 Dear Ryan Polk: We have limited our review of your filing to the financial statements and related disclosures and have the following comment(s). Please respond to

SideChannel Attending 2025 Global Force Symposium March 25 – 27 in Huntsville, Alabama

Exhibit 99.1 SideChannel Attending 2025 Global Force Symposium March 25 – 27 in Huntsville, Alabama WORCESTER, MA / ACCESSWIRE / February 19, 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced it will be an attendee and exhibitor at the 2025 Global Force Symposium hosted by the

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): February 19, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

Submission of Matters to a Vote of Security Holders, 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 12, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

Regulation FD Disclosure, Results of Operations and Financial Condition, 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 5, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel,

SideChannel Reports First Quarter Results Financial results conference call on Wednesday, February 5 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Reports First Quarter Results Financial results conference call on Wednesday, February 5 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / February 5, 2025 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its financial results for the first quarter of the fiscal

Recon Infosec Partners with SideChannel to Offer More Comprehensive Cybersecurity Solutions

EX-99.1 2 ex99-1.htm Exhibit 99.1 Recon Infosec Partners with SideChannel to Offer More Comprehensive Cybersecurity Solutions Worcester, MA — Tuesday, January 21st 2025 — Recon Infosec and SideChannel (OTCQB:SDCH) are excited to announce a new partnership, which gives Recon Infosec’s clients access to SideChannel’s virtual Chief Information Security Officer (vCISO) services and gives SideChannel’s

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): January 21, 2025 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

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

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 State

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

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 State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year 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: 000-28745 SideChannel, Inc. (Exact

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith).

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of September 30, 2024, SideChannel, Inc. (the “Company”) had one class of security registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): its common stock, par value $0.001 per share (“Common Stock”). Description of Common

Subsidiaries of the Registrant.

Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction of Incorporation SCS, Inc. Massachusetts

Regulation FD Disclosure, Results of Operations and Financial Condition, 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): December 5, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Achieves Full Year Cash Provided by Operations Financial results conference call on Thursday, December 5 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Achieves Full Year Cash Provided by Operations Financial results conference call on Thursday, December 5 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / December 5, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its financial results for the fiscal year

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): November 26, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

SideChannel, Inc. Announces Financial Results & Corporate Update Conference Call Fiscal Year 2024 Conference Call on December 5, 2024 at 4:30 pm ET

Exhibit 99.1 SideChannel, Inc. Announces Financial Results & Corporate Update Conference Call Fiscal Year 2024 Conference Call on December 5, 2024 at 4:30 pm ET WORCESTER, MA / ACCESSWIRE / November 26, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, announced a change in its schedule for re

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 29, 2024 SideChannel, Inc

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 29, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Wins Major Contract with Large DoD Agency to Implement Zero Trust Communications

Exhibit 99.1 For Immediate Release SideChannel Wins Major Contract with Large DoD Agency to Implement Zero Trust Communications Boston, MA, October 29, 2024 – SideChannel, the creator of the innovative zero-trust network microsegmentation solution Enclave, is proud to announce an initial contract win with a prominent defense research and development organization within the U.S. Department of Defen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 to Registration Number 333-260463 and POST-EFFECTIVE AMENDMENT NO. 1 to Registration Statement No. 333-265892 FORM S-8 REGISTRATION STATEMENT UNDER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 to Registration Number 333-260463 and POST-EFFECTIVE AMENDMENT NO. 1 to Registration Statement No. 333-265892 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 86-0837077 (State or other jurisdiction

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) SideChannel, Inc.

Dutch Schwartz Joins SideChannel to Lead the Company’s New Cloud Security and Architecture Practice

Exhibit 99.1 Dutch Schwartz Joins SideChannel to Lead the Company’s New Cloud Security and Architecture Practice Worcester, MA — September 9, 2024 — SideChannel, a leading provider of comprehensive cybersecurity solutions, is excited to announce the appointment of Dutch Schwartz as Vice President of Cloud Services, where he will spearhead the Cloud Security and Architecture practice. Schwartz brin

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): September 9, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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: 000-28745 SideChanne

Results of Operations and Financial Condition, 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): August 7, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File N

SideChannel Continues Positive Quarterly Cash Flow from Operations Financial results conference call on Wednesday, August 7 @ 4:30 P.M. ET

Exhibit 99.1 SideChannel Continues Positive Quarterly Cash Flow from Operations Financial results conference call on Wednesday, August 7 @ 4:30 P.M. ET WORCESTER, MA / ACCESSWIRE / August 7, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its financial results for the three a

SideChannel Strengthens Leadership Team with Key Promotions and New Hires

Exhibit 99.1 FOR IMMEDIATE RELEASE SideChannel Strengthens Leadership Team with Key Promotions and New Hires WORCESTER, MA / ACCESSWIRE / July 25, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel” or the “Company”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced the promotion of Matt Klein to Chief Operating Officer (COO) and

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): July 25, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Nu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): June 18, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Nu

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 7, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Numb

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 7, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Numb

Resignation Letter of Kevin Powers, dated April 19, 2024.

Exhibit 17.1 Hi Debbie and Brian: As we discussed in separate conversations, I will be resigning from the Board of Directors of SideChannel. My resignation is not based on any disagreement (or any issue for that matter) with the Management team and/or the Board of Directors. Rather, I have varying opportunities that I want to pursue for which I could not if I remained on the Board of Directors. As

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel, Inc

SideChannel Reports Positive Quarterly Cash Flow from Operations Trailing twelve month revenue exceeds $7 million; Revenue up 15.8% year-to-date

Exhibit 99.1 SideChannel Reports Positive Quarterly Cash Flow from Operations Trailing twelve month revenue exceeds $7 million; Revenue up 15.8% year-to-date WORCESTER, MA / ACCESSWIRE / May 7, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its financial results for the thre

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 2, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Numb

SideChannel, Inc. Announces Financial Results & Corporate Update Conference Call Second Quarter Conference Call & webcast on May 7, 2024 at 4:30 pm ET

Exhibit 99.1 SideChannel, Inc. Announces Financial Results & Corporate Update Conference Call Second Quarter Conference Call & webcast on May 7, 2024 at 4:30 pm ET WORCESTER, MA / ACCESSWIRE / May 2, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, announced a change in its schedule for relea

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 9, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Nu

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): February 21, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

SideChannel Announces New Board of Directors Appointments and Re-Election of Chairwoman

Exhibit 99.1 FOR IMMEDIATE RELEASE SideChannel Announces New Board of Directors Appointments and Re-Election of Chairwoman Worcester, MA – February 21, 2024 – SideChannel, Inc. (OTCQB:SDCH) (“SideChannel” or the “Company”), a leading provider of cybersecurity services and technology to emerging and middle market companies, is delighted to announce the appointment of two esteemed professionals, Gen

Submission of Matters to a Vote of Security Holders, 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 15, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel,

Regulation FD Disclosure, Results of Operations and Financial Condition, 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 7, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Reports Continued Quarterly Revenue Growth Financial results conference call on Wednesday, February 7 @ 4:30 P.M. EST

Exhibit 99.1 SideChannel Reports Continued Quarterly Revenue Growth Financial results conference call on Wednesday, February 7 @ 4:30 P.M. EST WORCESTER, MA / ACCESSWIRE / February 7, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced its financial results for the three months e

SideChannel, Inc. Announces 2024 Schedule for Financial Results & Corporate Update Conference Calls First Quarter Conference Call & webcast on February 7, 2024 at 4:30 pm ET

Exhibit 99.1 SideChannel, Inc. Announces 2024 Schedule for Financial Results & Corporate Update Conference Calls First Quarter Conference Call & webcast on February 7, 2024 at 4:30 pm ET WORCESTER, MA / ACCESSWIRE / February 1, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a provider of cybersecurity services and technology to emerging and middle market companies, announced its schedule f

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): February 1, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

SideChannel Announces Key Promotions to Fuel Growth and Success

Exhibit 99.1 FOR IMMEDIATE RELEASE SideChannel Announces Key Promotions to Fuel Growth and Success WORCESTER, MA / ACCESSWIRE / January 30, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced the promotion of three of its outstanding team members, further strengthening its leader

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): January 30, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

New Analyst Coverage Initiated on SideChannel Cybersecurity Innovator SideChannel Gains Wall Street Attention

Exhibit 99.1 New Analyst Coverage Initiated on SideChannel Cybersecurity Innovator SideChannel Gains Wall Street Attention WORCESTER, MA / ACCESSWIRE / January 9, 2024 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, today announced that Trickle Research has initiated research coverage of SideChan

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): January 9, 2024 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

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

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 State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 5) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 5) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock with an Exercise Price of $0.36 (Title of Class of Securities) N/A (CUSIP Numbe

Subsidiaries of the Registrant.

Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction of Incorporation SCS, Inc. Massachusetts

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith).

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of September 30, 2023, SideChannel, Inc. (the “Company”) had one class of security registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): its common stock, par value $0.001 per share (“Common Stock”). Description of Common

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year 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: 000-28745 SideChannel, Inc. (Exact

SideChannel Exchanges 2021 Warrants for Common Stock and New Warrants

Exhibit 99.1 SideChannel Exchanges 2021 Warrants for Common Stock and New Warrants WORCESTER, MA / ACCESSWIRE / December 27, 2023 / SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a leading provider of cybersecurity services and technology to emerging and middle market companies, announced the successful completion of a tender offer with holders of certain 2021 warrants. On November 7, 2023, SideC

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 27, 2023 SideChannel, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock with an Exercise Price of $0.36 (Title of Class of Securities) N/A (CUSIP Numbe

Email from Chief Financial Officer Announcing 4th Amendment *

Exhibit 99(a)(1)(M) To: 2021 Investor Warrant Holder From: Ryan Polk Subject: SideChannel Warrant Exchange Offer Amended with Clarifying Statements in Response to Questions from the SEC Date: December 21, 2023 The purpose of this email is to inform you of amendments we have made to the Offer to Exchange your 2021 Investor Warrants for common stock and new warrants.

SideChannel, Inc. Summary Financial Data (In thousands) Consolidated Balance Sheet Data

United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

Email from Chief Financial Officer Announcing the At Least 65% Requirement *

Exhibit 99(A)(1)(L)

LETTER

United States securities and exchange commission logo December 11, 2023 Ryan Polk Chief Financial Officer SideChannel, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock with an Exercise Price of $0.36 (Title of Class of Securities) N/A (CUSIP Numbe

Email from Chief Executive Officer to 2021 Investor Warrant Holders *

Exhibit 99(A)(1)(K)

2023 Warrant Exchange Offer Break-even Analysis *

Exhibit (99)(a)(1)J

Filing Fee Table Amended December 1, 2023 *

Exhibit 107 Calculation of Filing Fee Tables SC TO-I (Form Type) SideChannel, Inc.

Email from Chief Financial Officer Regarding Amended Offer to Exchange *

Exhibit 99(a)(1)(I)

Offer to Exchange Common Stock and New Warrants for 2021 Investor Warrants and Amended on December 1, 2023 (incorporated by reference to Exhibit (a)(1)(H) to the Schedule TO Amendment No. 2 filed on December 4, 2023).

Exhibit 99(a)(1)(H) OFFER TO EXCHANGE COMMON STOCK FOR CERTAIN OUTSTANDING WARRANTS OF SIDECHANNEL, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock with an Exercise Price of $0.36 (Title of Class of Securities) N/A (CUSIP Numbe

United States Securities and Exchange Commission

United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

LETTER

United States securities and exchange commission logo November 21, 2023 Ryan Polk Chief Financial Officer SideChannel, Inc.

2023 Common Stock Purchase Warrant as Amended on November 14, 2023, dated November 14, 2023 (incorporated by reference to Exhibit (a)(1)(F) to the Schedule TO Amendment No. 1 filed on November 14, 2023).

Exhibit 99(a)(1)(F) 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 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

Warrant Exchange Offer Presentation *

Exhibit 99(a)(1)(G)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock with an Exercise Price of $0.36 (Title of Class of Securities) N/A (CUSIP Numbe

Form of $0.36 Warrant with Five Year Term Issued in 2021.*

Exhibit 99(d)(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 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

2023 Common Stock Purchase Warrant *

Exhibit 99(a)(l)(D) 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 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

Notice of Withdrawal for the 2021 Investor Warrants.*

Exhibit 99(a)(l)(C) NOTICE OF WITHDRAWAL FOR 2021 INVESTOR WARRANTS SIDECHANNEL, INC.

Letter of Transmittal for the 2021 Investor Warrants.*

Exhibit 99(a)(1)(B) LETTER OF TRANSMITTAL FOR THE 2021 INVESTOR WARRANTS Representing Warrants Issued to Certain Investors from March 31, 2021 through April 16, 2021 Exercisable for Shares of Common Stock at an Exercise Price of $0.

Offer to Exchange Common Stock for Certain Outstanding Warrants, dated November 6, 2023 (incorporated by reference to Exhibit (a)(1)(A) to the Schedule TO filed on November 7, 2023).

Exhibit 99(a)(1)(A) OFFER TO EXCHANGE COMMON STOCK FOR CERTAIN OUTSTANDING WARRANTS OF SIDECHANNEL, INC.

Filing Fee Table*

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Table FORM F-1 (Form Type) SIDECHANNEL, INC.

Letter from the Chief Financial Officer of the Company to the Holders of 2021 Investor Warrants*

Exhibit 99(a)(l)(E)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer)) Warrants to Purchase Common Stock with an Exercise Price of $0.36 (Title of Class of Securities) N/A (CUSIP Number of Warrants) Rya

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): November 6, 2023 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

Notice of Withdrawal of the Offer to the Holders of Warrants, dated November 3, 2023 (incorporated by reference to Exhibit (a)(1)(J) to the Schedule TO Amendment No. 3 filed on November 3, 2023).

Exhibit (a)(1)(J)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer) Warrants to Purchase Common Stock with an Exercise Price of $1.00 Warrants to Purchase Common Stock with an Exerci

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2023 SideChannel, Inc.

Notice of Withdrawal of the Offer to the Holders of the Warrants (November 3, 2023)

Exhibit 10.1

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 19, 2023 SideChannel, Inc.

Notice of Extension of the Offer to the Holders of the Warrants, dated September 19, 2023 (incorporated by reference to Exhibit (a)(1)(I) to the Schedule TO Amendment No. 2 filed on September 20, 2023.

Exhibit (a)(1)(I)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer) Warrants to Purchase Common Stock with an Exercise Price of $1.00 Warrants to Purchase Common Stock with an Exerci

Warrant Exchange Offer Webinar Presentation*

Exhibit 99.(a)(1)(G)

Letter of Transmittal for the Paulson Warrants.*

Exhibit 99(a)(1)(B) LETTER OF TRANSMITTAL FOR THE PAULSON PLACEMENT AGENT WARRANTS Representing Warrants Exercisable for Shares of Common Stock at an Exercise Price of $1.

Notice of Withdrawal for the Investor Warrants.*

Exhibit 99(a)(l)(E) NOTICE OF WITHDRAWAL FOR INVESTOR WARRANTS SIDECHANNEL, INC. Offer to Exchange Common Stock for Warrants exercisable at a price of $0.36 per Share for Common Stock of SideChannel, Inc. THE OFFER TO EXCHANGE AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., EASTERN TIME, ON SEPTEMBER 19, 2023 UNLESS THE OFFER TO EXCHANGE IS EXTENDED. The undersigned acknowledges receipt of the off

Form of $0.18 Warrant with Ten Year Term Issued in 2021.*

Exhibit (d)(2) Warrant #PA-04-2021-27 PURCHASE WARRANT Issued to: [Warrantholder] Exercisable to Purchase [Quantity] Shares of Common Stock of Cipherloc Corporation Issue Date: April 16, 2021 Expiration Date: April 16, 2031 THE WARRANT REPRESENTED BY THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE THEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION.

Executed Letter of Transmittal Confirmation*

Exhibit 99.(a)(1)(H)

Notice of Withdrawal for the Paulson Warrants.*

Exhibit 99(a)(l)(D) NOTICE OF WITHDRAWAL OF PAULSON PLACEMENT AGENT WARRANTS SIDECHANNEL, INC.

Form of $1.00 Warrant with Ten Year Term Issued in 2018.*

Exhibit (d)(1)

Form of $0.36 Warrant with Five Year Term Issued in 2021.*

EXHIBIT (d)(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 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer) Warrants to Purchase Common Stock with an Exercise Price of $1.00 Warrants to Purchase Common Stock with an Exercise Price of $0.36

Letter of Transmittal for the Investor Warrants.*

Exhibit 99(a)(1)(C) LETTER OF TRANSMITTAL FOR THE INVESTOR WARRANTS Representing Warrants Issued to Certain Investors from March 31, 2021 through April 16, 2021 Exercisable for Shares of Common Stock at an Exercise Price of $0.

Letter from the Chief Financial Officer of the Company to the Holders of Warrants

Exhibit 99(a)(l)(F)

Offer to Exchange Common Stock for Certain Outstanding Warrants.*

Exhibit 99(a)(1)(A) OFFER TO EXCHANGE COMMON STOCK FOR CERTAIN OUTSTANDING WARRANTS OF SIDECHANNEL, INC.

Filing Fee Table*

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Table FORM F-1 (Form Type) SIDECHANNEL, INC.

Form of $1.00 Warrant with Ten Year Term Issued in 2018.*

Exhibit (d)(1)

Form of $0.18 Warrant with Ten Year Term Issued in 2021.*

Exhibit (d)(2) Warrant #PA-04-2021-27 PURCHASE WARRANT Issued to: [Warrantholder] Exercisable to Purchase [Quantity] Shares of Common Stock of Cipherloc Corporation Issue Date: April 16, 2021 Expiration Date: April 16, 2031 THE WARRANT REPRESENTED BY THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE THEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SIDECHANNEL, INC. (Name of Subject Company (Issuer) and Name of Filing Person (Issuer) Warrants to Purchase Common Stock with an Exercise Price of $1.00 Warrants to Purchase Common Stock with an Exercise Price of $0.36

Offer to Exchange Common Stock for Certain Outstanding Warrants, dated August 21, 2023 (incorporated by reference to Exhibit (a)(1)(A) to the Schedule TO filed on August 22, 2023).

Exhibit 99(a)(1)(A) OFFER TO EXCHANGE COMMON STOCK FOR CERTAIN OUTSTANDING WARRANTS OF SIDECHANNEL, INC.

Letter of Transmittal for the Investor Warrants.*

Exhibit 99(a)(1)(C) LETTER OF TRANSMITTAL FOR THE INVESTOR WARRANTS Representing Warrants Issued to Certain Investors from March 31, 2021 through April 16, 2021 Exercisable for Shares of Common Stock at an Exercise Price of $0.

Form of $0.36 Warrant with Five Year Term Issued in 2021.*

EXHIBIT (d)(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 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

Filing Fee Table*

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Table FORM F-1 (Form Type) SIDECHANNEL, INC.

Letter from the Chief Financial Officer of the Company to the Holders of Warrants

Exhibit 99(a)(l)(F)

Notice of Withdrawal for the Investor Warrants.*

Exhibit 99(a)(l)(E) NOTICE OF WITHDRAWAL FOR INVESTOR WARRANTS SIDECHANNEL, INC. Offer to Exchange Common Stock for Warrants exercisable at a price of $0.36 per Share for Common Stock of SideChannel, Inc. THE OFFER TO EXCHANGE AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., EASTERN TIME, ON SEPTEMBER 19, 2023 UNLESS THE OFFER TO EXCHANGE IS EXTENDED. The undersigned acknowledges receipt of the off

Notice of Withdrawal for the Paulson Warrants.*

Exhibit 99(a)(l)(D) NOTICE OF WITHDRAWAL OF PAULSON PLACEMENT AGENT WARRANTS SIDECHANNEL, INC.

Letter of Transmittal for the Paulson Warrants.*

Exhibit 99(a)(1)(B) LETTER OF TRANSMITTAL FOR THE PAULSON PLACEMENT AGENT WARRANTS Representing Warrants Exercisable for Shares of Common Stock at an Exercise Price of $1.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 SideChannel, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 SideChannel, Inc.

Dear Stockholder: 

Exhibit 99.1 Dear Stockholder:  We are pleased to announce that Computershare Trust Company, N.A. (“Computershare”) has been appointed as the stock transfer agent and registrar for SideChannel, Inc. (SDCH), effective June 26, 2023. Please review the information that follows with regard to providing or updating your information with Computershare as this change takes effect.   Accessing Your Shares

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 12, 2023 SideChannel, Inc.

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2023 SideChannel, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel, Inc

Ryan Polk 2023 Compensation Change Authorization (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 5, 2023).

Exhibit 10.1 To: Rachel Darrow, Accountant From: Brian Haugli, CEO Date: April 28, 2023 Subject: Compensation Changes for Ryan Polk Effective with the April 30, 2023 payroll, Ryan Polk’s annual base compensation is being increased from $150,000 to $175,000. This increase is retroactive to October 1, 2022 and a catch-up amount should be included in the April 30 payroll to reflect the retroactive ap

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2023 SideChannel, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2023 SideChannel, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2023 SideChannel, Inc.

SideChannel Announces Annual Meeting Results Deborah MacConnel Named as Chairwoman

Exhibit 99.1 SideChannel Announces Annual Meeting Results Deborah MacConnel Named as Chairwoman WORCESTER, Mass., Feb. 21, 2023 (GLOBE NEWSWIRE) — via InvestorWire — SideChannel, Inc. (OTCQB:SDCH) (“SideChannel”), a provider of cybersecurity products and services to emerging, middle-market and enterprise companies, today announces the results of its annual meeting of stockholders, held Feb. 15, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-28745 SideChannel,

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

DEF 14A 1 formdef14a.htm 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))

Independent Contractor Agreement by and between the Company and Thomas Wilkinson (Thomas W. Wilkinson, CPA, PLLC) dated December 28, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 30, 2022).

EX-10.1 2 ex10-1.htm Exhibit 10.1 SIDECHANNEL, INC. INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (the “Agreement”) is entered into by and between SideChannel, Inc., a Delaware corporation (the “Company”), and Thomas W Wilkinson, CPA, PLLC, a Texas professional limited liability company (“Wilkinson”) this 28th day of December, 2022, and is effective as of 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): December 28, 2022 SideChannel, In

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 28, 2022 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission Fil

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

PRE 14A 1 formpre14-a.htm 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)

Subsidiaries of the Registrant.

Exhibit 22.1 Exhibit 22.1 Subsidiaries of the Registrant SideChannel, Inc. (?SideChannel?), a Delaware corporation, owns these subsidiaries. ? SCS, Inc. (Massachusetts corporation) is wholly owned by SideChannel.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year 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: 000-28745 SideChannel, Inc. (Name

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith).

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of September 30, 2022, SideChannel, Inc. (the ?Company?) had one class of security registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): its common stock, par value $0.001 per share (?Common Stock?). Description of Common

SIDECHANNEL, INC. PRO FORMA CONDENSED COMBINED BALANCE SHEET AS OF JUNE 30, 2022

EX-99.3 4 ex99-3.htm Exhibit 99.3 SIDECHANNEL, INC. PRO FORMA CONDENSED COMBINED BALANCE SHEET AS OF JUNE 30, 2022 (UNAUDITED) SCS, Inc. Historical Cipherloc Corporation Historical Pro Forma Adjustments Ref. Note Pro forma Combined ASSETS Current assets Cash and cash equivalents $ 428,904 $ 3,588,912 $ — $ 4,017,816 Accounts receivable, net 535,648 — — 535,648 Unbilled revenue 12,600 — — 12,600 De

SideChannel, Inc. Reports Acquiree Pre-acquisition Financial Results for the Nine Months Ended June 30, 2022

Exhibit 99.4 FOR IMMEDIATE RELEASE SideChannel, Inc. Reports Acquiree Pre-acquisition Financial Results for the Nine Months Ended June 30, 2022 WORCESTER, MA ? September 12, 2022 ? On July 1, 2022, SideChannel, Inc. a provider of cybersecurity services and technology to middle market companies, was acquired by Cipherloc Corporation. The combined entity changed its name to SideChannel, Inc. (?SideC

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 1, 2022 Date of Report (Date of Earliest Event Reported) SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State of incorporation) (Commission File Number

SCS, INC. AUDITED BALANCE SHEETS

Exhibit 99.2 SCS, INC. AUDITED BALANCE SHEETS September 30, 2021 September 30, 2020 ASSETS Current assets Cash and cash equivalents $ 347,682 $ 491,210 Accounts receivable, net 178,113 175,461 Unbilled revenue 306,677 68,193 Total current assets 832,472 734,864 Fixed assets 880 1,320 Total assets $ 833,352 $ 736,184 LIABILITIES & STOCKHOLDERS? EQUITY Current liabilities Accounts payable and accrue

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission File No. 000-28745 SideChannel, Inc. (Exact

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, 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): August 4, 2022 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File N

SideChannel, Inc. Expands Board of Directors to Six Members The cybersecurity company welcomes two new members of its Board of Directors, former inTEST CFO Hugh Regan Jr. and SideChannel’s new CEO Brian Haugli

Exhibit 99.1 FOR IMMEDIATE RELEASE SideChannel, Inc. Expands Board of Directors to Six Members The cybersecurity company welcomes two new members of its Board of Directors, former inTEST CFO Hugh Regan Jr. and SideChannel?s new CEO Brian Haugli WORCESTER, MA ? August 4, 2022 ? SideChannel, Inc. (OTCQB:SDCH) (?SideChannel?), a provider of cybersecurity services and technology to middle market compa

Cipherloc Completes Acquisition, Announces Name Change to SideChannel Inc. Appoints Haugli as CEO, Expands Board

Exhibit 99.1 Cipherloc Completes Acquisition, Announces Name Change to SideChannel Inc. Appoints Haugli as CEO, Expands Board AUSTIN, TX ? July 5, 2022 ? Cipherloc Corporation (OTCQB:CLOK) (?Cipherloc?), a developer of advanced encryption technology, today announced that it has completed the acquisition of SideChannel Inc. (?SideChannel?), a cybersecurity services company providing virtual Chief I

Certificate of Designation of Series A Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed July 6, 2022).

EX-3.1 2 ex3-1.htm Exhibit 3.1

Independent Contractor Agreement by and between the Company and Sammy Davis dated July 1, 2022

Exhibit 10.2 CIPHERLOC CORPORATION INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (the ?Agreement?) is entered into by and between Cipherloc Corporation, a Delaware corporation (the ?Company?), and Sammy Davis DrPH (?Consultant?) and is effective as of July 1, 2022 (the ?Effective Date?). 1. Consulting Relationship. During the term of this Agreement set forth in Section 4,

Certificate of Amendment of Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed July 6, 2022).

Exhibit 3.2

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): July 1, 2022 SideChannel, Inc. (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File Num

Brian Haugli Executive Employment Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 6, 2022).

Exhibit 10.1 SIDECHANNEL, INC. EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into this July 1, 2022, to be effective as of the Effective Date as defined below between SIDECHANNEL, INC., a Delaware corporation (the ?Company?), and Brian Haugli (?Executive?) (each of the Company and Executive are referred to herein as a ?Party?, and collectively ref

CLOK / Cipherloc Corp / Haugli Brian Wayne Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-102) Information To Be Included In Statements Filed Pursuant To Rule 13d-1(A) And Amendments Thereto Filed Pursuant To Rule 13d-2(A) Under the Securities Exchange Act of 1934 (Amendment No. )* Cipherloc Corporation (Name of Issuer) Common Stock. par value $0.001 (Title of Class of Securities) 637479106 (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 Information Statement Required Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Thereunder Cipherloc Corporation (Exact Name of Regi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 Information Statement Required Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Thereunder Cipherloc Corporation (Exact Name of Registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) Commission File Number (IRS Employer

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) Cipherloc Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, par value $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cipherloc Corporation (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cipherloc Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 86-0837077 (I.R.S. Employer Identification No.) 6836 Bee Cave Road, Bldg. 1, S#279 Austin, Texas (Address of princ

Cipherloc Agrees to Acquire SideChannel Inc. Expanding Cybersecurity Service and Product Offering Acquisition Expected to Provide Access to Complementary Growth Markets

Exhibit 99.1 Cipherloc Agrees to Acquire SideChannel Inc. Expanding Cybersecurity Service and Product Offering Acquisition Expected to Provide Access to Complementary Growth Markets AUSTIN, TX ? May 18, 2022 ? Cipherloc Corporation (OTCQB:CLOK) (?Cipherloc?), a developer of advanced encryption technology, today announced that it has entered into an agreement to acquire SideChannel Inc. (?SideChann

Purchase Agreement between the Company and SideChannel, Inc. and The Sellers Therein and Brian Haugli, as the Seller Representative (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed May 18, 2022).

Exhibit 10.1 [*] CERTAIN INFORMATION IN THIS DOCUMENT HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EQUITY SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 16, 2022 BY AND AMONG CIPHERLOC CORPORATION, AND SIDECHANNEL, INC., AND THE SELLERS NAMED THEREIN, AND BRIAN HAUGLI, AS THE SELLER REPRESENTATIVE Table of Cont

Regulation FD Disclosure, 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): May 16, 2022 Cipherloc Corporation (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission File

Investor Presentation dated May 18, 2022.

Exhibit 99.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission File No. 000-28745 Cipherloc Corporation (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission File No. 000-28745 Cipherloc Corporation

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): February 14, 2022 Cipherloc Corporation (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission

Cipherloc Launches Enclave Micro-segmentation Platform

Exhibit 99.1 Cipherloc Launches Enclave Micro-segmentation Platform AUSTIN, TX ? February 14, 2022 ? Cipherloc Corporation (OTCQB:CLOK) (?Cipherloc?), a developer of advanced encryption technology, today announced the launch of Cipherloc Enclave, its newest commercial-ready product. Cipherloc Enclave is a micro-segmentation product designed as an easy-to-use Zero Trust platform designed for organi

Cipherloc Corporation 6836 Bee Cave Road Bldg. 1, S#279 Austin, TX 78746 January 5, 2022

CORRESP 1 filename1.htm Cipherloc Corporation 6836 Bee Cave Road Bldg. 1, S#279 Austin, TX 78746 January 5, 2022 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Patrick Fowler Re: Cipherloc Corporation Amendment No. 1 to Post-Effective Amendment No. 1 to Form S-1 Registration Statement Filed December 30, 2021 File No. 333-255629 Ladie

Changes in Registrant's Certifying Accountant, 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): January 1, 2022 Cipherloc Corporation (Exact name of registrant as specified in its charter) Delaware 000-28745 86-0837077 (State or other jurisdiction of incorporation) (Commission F

Letter, dated January 3, 2022, from Briggs & Veselka Co. to the Securities and Exchange Commission.

EX-2.1 2 ex2-1.htm Exhibit 2.1 January 3, 2022 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Ladies and Gentlemen: We have read Item 4.01 of Cipherloc Corporation’s Current Report on Form 8-K dated January 3, 2022, and we agree with the statements set forth in Item 4.01, insofar as they relate to our firm. We have no basis to agree or disagree with other statements ma

As filed with the Securities and Exchange Commission on December 30, 2021

As filed with the Securities and Exchange Commission on December 30, 2021 Registration No.

Executive Offer Letter accepted by David Chasteen

Exhibit 10.11

Employment Agreement with Nick Hnatiw

EX-10.8 3 ex10-8.htm Exhibit 10.8

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed on September 30, 2021).

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of September 30, 2021, Cipherloc Corporation (the ?Company?) had one class of security registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): its common stock, par value $0.01 per share (?Common Stock?). Description of Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year 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: 000-28745 Cipherloc Corporation (N

As filed with the Securities and Exchange Commission on November 9, 2021

As filed with the Securities and Exchange Commission on November 9, 2021 Registration No.

March 6, 2020, Technology Partnership and Authorized Reseller Licensing Agreement between Cipherloc Corporation and ECS Federal, LLC

EX-10.20 4 ex10-20.htm Exhibit 10.20

Articles of Incorporation of Cipherloc Corporation as amended

Exhibit 3.1 \

August 13, 2020, Authorized Reseller / Developer Agreement between Cipherloc Corporation and Arnhouse Digital Devices

EX-10.21 5 ex10-21.htm Exhibit 10.21

As filed with the Securities and Exchange Commission on October 22, 2021

S-8 1 forms-8.htm As filed with the Securities and Exchange Commission on October 22, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CIPHERLOC CORPORATION (Exact name of registrant as specified in its charter) Delaware 86-0837077 (State or other jurisdiction of incorporation or organi

Ryan Polk Executive Employment Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on October 12, 2021).

Exhibit 10.1 CIPHERLOC CORPORATION EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into this 30th day of September 2021, to be effective as of the Effective Date as defined below between Cipherloc Corporation, a Texas corporation (the ?Company?), and Ryan Polk (?Executive?) (each of the Company and Executive are referred to herein as a ?Party?, and

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 30, 2021 Cipherloc Corporation (Exact name of registrant as specified in its charter) Texas 000-28745 86-0837077 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.

Form of Cipherloc Corporation (2021 Omnibus Equity Incentive Plan), Restricted Stock Unit Award Agreement

Exhibit 10.2 APPENDIX A CIPHERLOC CORPORATION 2021 OMNIBUS EQUITY INCENTIVE PLAN Section 1. Purpose of Plan. The name of the Plan is the Cipherloc Corporation 2021 Omnibus Equity Incentive Plan (the ?Plan?). The purposes of the Plan are to (i) provide an additional incentive to selected employees, directors, and independent contractors of the Company or its Affiliates whose contributions are essen

Description of Common Stock.

Exhibit 4.1 Cipherloc Corporation DESCRIPTION OF COMMON STOCK The following is a summary of certain provisions of Delaware law and the material terms of our common stock as contained in the Certificate of Incorporation (the ?charter?)of Cipherloc Corporation, a Delaware Corporation (the ?Company?) and the Company?s Bylaws (the ?bylaws?). The following descriptions do not purport to be complete sta

Certificate of Incorporation of Cipherloc Corporation (a Delaware Corporation)

EX-3.1 2 ex3-1.htm Exhibit 3.1

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 30, 2021 Cipherloc Corporation (Exact name of registrant as specified in its charter) Texas 000-28745 86-0837077 (State or other jurisdiction of incorporation or organization) (Commission File Number) IRS Employer Identification No.

Bylaws (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, filed on September 30, 2021).

EX-3.2 3 ex3-2.htm Exhibit 3.2 CIPHERLOC CORPORATION BYLAWS ADOPTED: SEPTEMBER 10, 2021 CIPHERLOC CORPORATION BYLAWS ARTICLE 1. OFFICES Section 1.1 Registered Office Section 1.2 Other Offices ARTICLE 2. MEETINGS OF STOCKHOLDERS Section 2.1 Annual Meeting Section 2.2 Special Meetings Section 2.3 Time and Place of Special Meetings Section 2.4 Notice Section 2.5 Quorum Section 2.6 Adjournment Section

Delaware Certificate of Merger, filed on September 16, 2021

Exhibit 3.2

Agreement and Plan of Merger by and between Cipherloc Corporation, a Texas corporation and Cipherloc Corporation, a Delaware corporation (incorporated by reference to Exhibit 2.1 to Current Report on Form 8-K filed September 17, 2021).

Exhibit 2.1

Texas Certificate of Merger, filed on September 16, 2021

EX-3.1 3 ex3-1.htm Exhibit 3.1

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 13, 2021 Cipherloc Corporation (Exact name of registrant as specified in its charter) Texas 000-28745 86-0837077 (State or other jurisdiction of incorporation or organization) (Commission File Number) IRS Employer Identification No.

Cipherloc Announces Results of Annual Meeting

EX-99.2 2 ex99-2.htm Exhibit 99.2 Cipherloc Announces Results of Annual Meeting AUSTIN, TX – September 14, 2021 – Cipherloc Corporation (OTCQB:CLOK) (“Cipherloc”), a developer of advanced encryption technology, today announced the results of its annual meeting of stockholders held September 13, 2021. At the annual meeting, stockholders: ● Elected Anthony Ambrose, Sammy Davis, David Chasteen and To

Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 13, 2021 Cipherloc Corporation (Exact name of registrant as specified in its charter) Texas 000-28745 86-0837077 (State or other jurisdiction (Commission IRS Employer of incorporation or organization) File Number) Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

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 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission File No. 000-28745 Cipherloc Corporation (Ex

Employment Agreement with Nick Hnatiw dated July 14, 2021

Exhibit 10.6

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] 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)) [ ]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] 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)) [ ]

Letter Agreement with Paulson Investment Company, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 28, 2021).

Exhibit 10.1

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM8-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 23, 2021 Cipherloc Corporation (Exact name of registrant as specified in its charter) Texas 000-28745 86-0837077 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] 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)) [ ]

2021 Omnibus Equity Incentive Plan approved by the Company’s stockholders at the 2021 Annual Meeting held September 13, 2021 (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement filed on July 20, 2021).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] 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)) [X]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission File No. 000-28745 Cipherloc Corporatio

CIPHERLOC CORPORATION 119,431,669 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-255629 PROSPECTUS CIPHERLOC CORPORATION 119,431,669 Shares of Common Stock This prospectus relates to the resale by the selling shareholders named herein of up to 119,431,669 shares of common stock, par value $0.01 per share, which we refer to as common stock, of Cipherloc Corporation, which we refer to as us, we, the Company, the Registrant or

May 4, 2021

May 4, 2021 Mr. Mitchell Austin VIA EDGAR Office of Technology Division of Corporation Finance U.S. Securities and Exchange Commission Washington D.C. 20549 Phone: (202) 551-3574 Re: Cipherloc Corporation Form S-1 Registration Statement File No. 333-255629 Acceleration Request Request Date: Friday, May 7, 2021 Request Time: 11:00 a.m. Eastern Time (or as soon thereafter as practicable) Dear Mr. Au

LETTER

United States securities and exchange commission logo May 3, 2021 David Chasteen Chief Executive Officer Cipherloc Corporation 6836 Bee Cave Road, Bldg.

Articles of Incorporation of Cipherloc Corporation, as amended

EX-3.1 2 ex3-1.htm ARTICLES AND AMENDMENTS Exhibit 3.1 \

Registration Statement -

As filed with the Securities and Exchange Commission on April 29, 2021 Registration No.

August 13, 2020, Authorized Reseller / Developer Agreement between Cipherloc Corporation and Arnouse Digital Devices

EX-10.21 6 ex10-21.htm Exhibit 10.21