(Amendment No. 1)



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) February 19, 2021 (November 30, 2020)



(Exact Name of Registrant as Specified in Its Charter)




(State or Other Jurisdiction of Incorporation)


000-31972 87-0627421
(Commission File No.) (I.R.S. Employer Identification No.)


20800 Swenson Drive, Suite 175, Waukesha, WI 53186

(Address of Principal Executive Offices)



(Registrant's Telephone Number)


Not Applicable

(Former Name or Former Address, if Changed Since Last Report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


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


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

Title of each class Trading Symbol(s) Name of each exchange on which registered
None None None


Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value


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

Emerging growth company   ¨


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







This Amendment No. 1 on Form 8-K/A (this “Amendment”) is being filed by Telkonet, Inc. (the “Company”) to amend its Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2020 (the “Original Report”), solely for the purpose of amending and restating Item 9.01 of the Original Report in order to furnish a revised Exhibit 10.1. Following the filing of the Original Report, the Company discovered that certain pages of the License Agreement furnished as Exhibit 10.1 to the Original Report were inadvertently omitted. This Amendment does not otherwise amend, update, or change any other disclosure contained in the Original Report.


Item 9.01. Financial Statements and Exhibits.




Exhibit No. Description
10.1* Wireless Network Patent License Agreement, dated effective November 30, 2020, by and between Telkonet, Inc., SIPCO, LLC, and IPCO, LLC dba IntusTM


* Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to provide an unredacted copy of the exhibit on a supplemental basis to the SEC upon its request.


















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


Dated:  February 19, 2021 TELKONET, INC.
  By:   /s/ Jason Tienor               
  Jason Tienor
  Chief Executive Officer