Item 1.01 Entry into a Material Definitive Agreement.

On January 11, 2023, Intrusion Inc. (the "Company") entered into an amendment (the "Amendment") of certain promissory notes pursuant to the Securities Purchase Agreement dated March 10, 2022 (the Purchase Agreement"), between the Company and Streeterville Capital, LLC, a Utah limited liability company (the "Streeterville"). The Company had previously sold and issued to Streeterville certain promissory notes, dated March 10, 2022 ("Note #1"), and June 29, 2022 ("Note #2") (collectively, the "Notes") pursuant to the Purchase Agreement (the Notes and Purchase Agreement collectively referred to as the "Transaction Documents"). The principal purpose of the Amendment was to temporarily defer Streeterville from making redemptions under the Transaction Documents for the period beginning on January 11, 2023, and ending on March 31, 2023, in exchange for a fee equal to 3.75% of the outstanding balance of each of the Notes, and the Amendment made certain other amendments to the Transaction Documents. The fee was added to the outstanding principal balance of each Note as of January 11, 2023.

A copy of the Amendment is attached hereto as Exhibit 10.1 and incorporated herein by reference. The foregoing description of the terms of the Amendment is qualified in its entirety by reference to the full text of the Amendment.

Item 2.03 Creation of Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement by a Registrant

The disclosure under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.

Item 3.02 Unregistered Sales of Equity Securities

The disclosure under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 3.02 by reference. The issuance of shares of Common Stock pursuant to the Notes, if any, will be made in reliance on the exemption provided by Section 4(a)(2) of the Securities Act for the offer and sale of securities not involving a public offering.

Item 9.01. Financial Statements and Exhibits.





(d) exhibits

10.1 - Global Amendment, dated January 11, 2023

104 - Cover Page Interactive Data File (embedded within the Inline XBRL document)











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