ENCR / Ener-Core, Inc. - SEC-arkivering, Årsberetning, Fuldmagtserklæring

Ener-Core, Inc.
US ˙ OTCPK

Grundlæggende statistik
CIK 1495536
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Ener-Core, Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
February 8, 2022 SC 13G/A

ENCR / Ener-Core, Inc. / Hudson Bay Capital Management LP - ENCR 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 9, 2021 SC 13G/A

Ener-Core, Inc.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

January 29, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

February 11, 2020 SC 13G/A

ENCR / Ener-Core, Inc. / INTRACOASTAL CAPITAL, LLC - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

January 15, 2020 SC 13G/A

ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment

SC 13G/A 1 p20-0121sc13ga.htm ENER-CORE, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2019 (Date of event which requires filing of this statement) Check the appropriate box t

August 9, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 2, 2019 ENER-CORE, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-37642 45-0525350 (State or Other Jurisdiction (Commission (IRS Employ

July 9, 2019 8-K

Termination of a Material Definitive Agreement, Other Events

Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 13, 2019 ENER-CORE, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-37642 45-0525350 (State or Other Jurisdiction (Commission (IRS Employe

June 28, 2019 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

8-K 1 encr8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 14, 2019 ENER-CORE, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-37642 45-0525350 (State or Other Jurisdiction (Commis

June 7, 2019 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2019 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe

May 3, 2019 EX-4.3

Form of Bridge Notes Amendment Agreement, effective as of April 30, 2019

Exhibit 4.3 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her

May 3, 2019 EX-4.1

Form of 2015 Amendment Agreement, effective as of April 30, 2019

Exhibit 4.1 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached he

May 3, 2019 EX-4.2

Form of 2016 Amendment Agreement, effective as of April 30, 2019

Exhibit 4.2 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her

May 3, 2019 8-K

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): April 30, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

May 3, 2019 EX-4.4

Form of June 2018 Notes Amendment Agreement, effective as of April 30, 2019

Exhibit 4.4 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her

April 2, 2019 EX-4.3

Form of Bridge Notes Amendment Agreement, effective as of February 27, 2019

Exhibit 4.3 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her

April 2, 2019 EX-4.2

Form of 2016 Amendment Agreement, effective as of February 27, 2019

Exhibit 4.2 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her

April 2, 2019 EX-4.4

Form of June 2018 Notes Amendment Agreement, effective as of February 27, 2019

Exhibit 4.4 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her

April 2, 2019 EX-4.1

Form of 2015 Amendment Agreement, effective as of February 27, 2019

Exhibit 4.1 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached he

April 2, 2019 8-K

Entry into a Material Definitive Agreement, 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): March 28, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

April 1, 2019 NT 10-K

ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra

March 1, 2019 EX-4.1

Form of 2015 Amendment Agreement, effective as of February 27, 2019

Exhibit 4.1 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached

March 1, 2019 EX-4.3

Form of Bridge Notes Amendment Agreement, effective as of February 27, 2019

Exhibit 4.3 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached

March 1, 2019 EX-4.4

Form of June 2018 Notes Amendment Agreement, effective as of February 27, 2019

Exhibit 4.4 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached

March 1, 2019 EX-4.2

Form of 2016 Amendment Agreement, effective as of February 27, 2019

Exhibit 4.2 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached

March 1, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

February 8, 2019 SC 13G/A

ENCR / Ener-Core, Inc. / INTRACOASTAL CAPITAL, LLC - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 sc13g1218a1intracoenercore.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of Event Which Requires F

February 4, 2019 SC 13G/A

ENCR / Ener-Core, Inc. / Brio Capital Master Fund Ltd. - AMENDMENT NO.2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) ENER-CORE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

February 1, 2019 EX-4.4

Form of Amendment No. 1 to June 2018 Notes Amendment Agreement, effective as of January 30, 2019

Exhibit 4.4 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached h

February 1, 2019 EX-4.2

Form of Amendment No. 1 to 2016 Amendment Agreement, effective as of January 30, 2019

Exhibit 4.2 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached h

February 1, 2019 EX-4.3

Form of Amendment No. 1 to Bridge Notes Amendment Agreement, effective as of January 30, 2019

Exhibit 4.3 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached h

February 1, 2019 EX-4.1

Form of Amendment No. 1 to 2015 Amendment Agreement, effective as of January 30, 2019

Exhibit 4.1 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached

February 1, 2019 8-K

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): January 30, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

February 1, 2019 SC 13G/A

ENCR / Ener-Core, Inc. / Hudson Bay Capital Management LP - ENCR 13GA Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

January 31, 2019 SC 13G/A

ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment

SC 13G/A 1 p19-0314sc13ga.htm ENER-CORE, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of event which requires filing of this statement) Check the appropriate box t

January 25, 2019 EX-10.2

Form of Fourth Amendment to Subordination and Intercreditor Agreement, dated September 1, 2016, by and among Ener-Core, Inc., Ener-Core Power, Inc., Longboard Capital Advisors LLC, Anthony Tang and Empery Tax Efficient, LP, effective as of January 18, 2019

Exhibit 10.2 FOURTH AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS FOURTH AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of December [], 2018 (this “Amendment”), to the Subordination and Intercreditor Agreement dated as of September 1, 2016 (as further amended, restated, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”) is entered i

January 25, 2019 EX-10.1

Form of Securities Purchase Agreement, dated January 18, 2019, by and among Ener-Core, Inc. and certain investors set forth therein, including the form of Guaranty of Ener-Core Power, Inc.

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), is made as of January 18, 2019, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each individually, an “Initial Buye

January 25, 2019 EX-4.1

Form of Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

January 25, 2019 EX-4.3

Form of Fourth Amendment to Convertible Unsecured Promissory Notes issued in September 2016, effective as of January 18, 2019

Exhibit 4.3 FOURTH AMENDMENT TO CONVERTIBLE UNSECURED NOTES THIS FOURTH AMENDMENT TO CONVERTIBLE UNSECURED NOTES (this “Amendment”) is made and entered into as of December [], 2018 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Convertible Unsecured Notes dated as of September 1, 2016 (as amended, the “Notes”) as issued by the Co

January 25, 2019 EX-10.3

Form of Fifth Amendment to Pledge and Security Agreement, dated April 23, 2015, by and among Ener-Core, Inc., Ener-Core Power, Inc. and Empery Tax Efficient, LP, effective as of January 18, 2019

Exhibit 10.3 FIFTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT This FIFTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT, dated as of January [ ], 2018 (this “Fifth Amendment”), is entered into by and among Ener-Core, Inc., a Delaware corporation (the “Company”), Ener-Core Power, Inc. (“ECP”), a Delaware corporation, and each other Subsidiary of the Company and ECP hereafter becoming party here

January 25, 2019 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 18, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

January 25, 2019 EX-4.2

Form of Warrant

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T

January 3, 2019 EX-4.1

Form of 2015 Amendment Agreement, effective as of December 31, 2018

Exhibit 4.1 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter

January 3, 2019 8-K

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): December 31, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

January 3, 2019 EX-4.2

Form of 2016 Amendment Agreement, effective as of December 31, 2018

Exhibit 4.2 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter

January 3, 2019 EX-4.4

Form of June 2018 Notes Amendment Agreement, effective as of December 31, 2018

Exhibit 4.4 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter

January 3, 2019 EX-4.3

Form of Bridge Notes Amendment Agreement, effective as of December 31, 2018

Exhibit 4.3 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the ”Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter

November 20, 2018 10-Q

ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report)

10-Q 1 f10q0918enercoreinc.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commi

November 15, 2018 NT 10-Q

ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr

August 20, 2018 10-Q

ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n

August 14, 2018 NT 10-Q

ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit

July 10, 2018 SC 13G

ENCR / Ener-Core, Inc. / INTRACOASTAL CAPITAL, LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) June 5, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

July 3, 2018 EX-4.2

Form of 2016 Amendment Agreement, effective as of June 30, 2018

Exhibit 4.2 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi

July 3, 2018 EX-4.1

Form of 2015 Amendment Agreement, effective as of June 30, 2018

Exhibit 4.1 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi

July 3, 2018 8-K

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): June 30, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numb

July 3, 2018 EX-4.3

Form of Bridge Notes Amendment Agreement, effective as of June 30, 2018

Exhibit 4.3 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi

July 3, 2018 EX-4.4

Form of Convertible Notes Amendment Agreement, effective as of June 30, 2018

Exhibit 4.4 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi

June 20, 2018 EX-99.1

Slide Presentation of Ener-Core, Inc., June 20, 2018

Exhibit 99.1

June 20, 2018 8-K

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): June 20, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numb

June 6, 2018 EX-10.2

Form of Termination Agreement, by and among Ener-Core, Inc., Ener-Core Power, Inc., Anthony Tang and Empery Tax Efficient, LP, effective as of June 5, 2018

Exhibit 10.2 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (this “Agreement”), dated as of June 5, 2018 (the “Effective Date”), is entered into by and among Anthony Tang (the “Subordinated Creditor”), Ener-Core, Inc., a Delaware corporation (“Borrower”), Ener-Core Power, Inc., a Delaware corporation (the “Guarantor”), and Empery Tax Efficient, LP in its capacity as collateral agent for the Seni

June 6, 2018 EX-4.1

Form of Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

June 6, 2018 EX-10.4

Form of Fourth Amendment to Pledge and Security Agreement, dated April 23, 2015, by and among Ener-Core, Inc., Ener-Core Power, Inc. and Empery Tax Efficient, LP, effective as of June 5, 2018

Exhibit 10.4 FOURTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT This FOURTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT, dated as of June 5, 2018 (this “Fourth Amendment”), is entered into by and among Ener-Core, Inc., a Delaware corporation (the “Company”), Ener-Core Power, Inc. (“ECP”), a Delaware corporation, and each other Subsidiary of the Company and ECP hereafter becoming party hereto

June 6, 2018 EX-4.3

Form of 2015 Amendment Agreement, effective as of June 5, 2018

Exhibit 4.3 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of June 5, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein a

June 6, 2018 EX-4.6

Form of Third Amendment to Convertible Unsecured Promissory Notes issued in September 2016, effective as of June 5, 2018

Exhibit 4.6 THIRD AMENDMENT TO CONVERTIBLE UNSECURED NOTES THIS THIRD AMENDMENT TO CONVERTIBLE UNSECURED NOTES (this “Amendment”) is made and entered into as of June 5, 2018 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Convertible Unsecured Notes dated as of September 1, 2016 (as amended, the “Notes”) as issued by the Company p

June 6, 2018 EX-4.2

Form of Warrant

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T

June 6, 2018 EX-10.3

Form of Third Amendment to Subordination and Intercreditor Agreement, dated September 1, 2016, by and among Ener-Core, Inc., Ener-Core Power, Inc., Longboard Capital Advisors LLC, Anthony Tang and Empery Tax Efficient, LP, effective as of June 5, 2018

Exhibit 10.3 THIRD AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS THIRD AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of June 5, 2018 (this “Amendment”), to the Subordination and Intercreditor Agreement dated as of September 1, 2016 (as further amended, restated, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”) is entered into by

June 6, 2018 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 5, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe

June 6, 2018 EX-4.4

Form of 2016 Amendment Agreement, effective as of June 5, 2018

EX-4.4 5 f8k060518ex4-4enercore.htm FORM OF 2016 AMENDMENT AGREEMENT, EFFECTIVE AS OF JUNE 5, 2018 Exhibit 4.4 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of June 5, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the in

June 6, 2018 EX-10.1

Form of Securities Purchase Agreement, dated June 5, 2018, by and among Ener-Core, Inc. and certain investors set forth therein, including the form of Guaranty of Ener-Core Power, Inc.

EX-10.1 8 f8k060518ex10-1enercore.htm FORM OF SECURITIES PURCHASE AGREEMENT, DATED JUNE 5, 2018, BY AND AMONG ENER-CORE, INC. AND CERTAIN INVESTORS SET FORTH THEREIN, INCLUDING THE FORM OF GUARANTY OF ENER-CORE POWER, INC. Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), is made as of June 5, 2018, by and among Ener-Core, Inc., a Delaware corporation

June 6, 2018 EX-4.5

Form of Bridge Amendment Agreement, effective as of June 5, 2018

Exhibit 4.5 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of June 5, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein a

May 21, 2018 10-Q

ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact

May 18, 2018 SC 13G/A

ENCR / Ener-Core, Inc. / Like Capital Ltd - SC 13G/A (AMENDMENT NO. 1) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) ENER-CORE, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) March 15, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

May 15, 2018 NT 10-Q

ENCR / Ener-Core, Inc. NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transi

May 7, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 1, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Number

April 16, 2018 10-K

ENCR / Ener-Core, Inc. ANNUAL REPORT (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37642 ENER-CORE, INC.

April 2, 2018 NT 10-K

ENCR / Ener-Core, Inc. NT 10-K

NT 10-K 1 extf10k2017enercore.htm NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2017 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 2

March 27, 2018 EX-4.3

Form of 2015 Waiver, effective as of March 26, 2018

Exhibit 4.3 WAIVER This WAIVER (the “Waiver”), dated as of March 26, 2018, is made by the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agreem

March 27, 2018 EX-4.1

Form of Additional Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

March 27, 2018 EX-4.4

Form of 2016 Waiver, effective as of March 26, 2018

Exhibit 4.4 WAIVER This WAIVER (the “Waiver”), dated as of March 26, 2018, is made by the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agreem

March 27, 2018 EX-4.2

Form of Additional Warrant

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T

March 27, 2018 EX-10.1

Form of Fourth Amended and Restated Securities Purchase Agreement, dated March 26, 2018, by and among Ener-Core, Inc. and certain investors set forth therein

Exhibit 10.1 FOURTH AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT This FOURTH AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the “Agreement”), is made as of March 26, 2018, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investors listed on the Schedule of Buyers attached

March 27, 2018 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

March 26, 2018 SC 13D

ENCR / Ener-Core, Inc. / Mok Tsan San - SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP OF 5% OR MORE OF A CLASS OF EQUITY SECURITIES Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) Tsan San Mok Unit 2101, 21st Floor MassMutual Tower 33 Lockhart Road Wanchai, Hong Kong 999077 852-9100-9032 (Name, address, and telephone number of Per

March 26, 2018 EX-99.4

Exhibit 99.4 - Guarantor Security Agreement entered into as of March 15, 2018 by and between CUIL and Lender.

EX-99.4 5 sc13d0318mokex99-4ener.htm GUARANTY SECURITY AGREEMENT Exhibit 99.4 GUARANTY SECURITY AGREEMENT This GUARANTY SECURITY AGREEMENT is made and entered into as of March 15, 2018 (this “Agreement”) by and between Capital Union Investments Limited (“Pledgor”) and SQ Investment Fund II, LLC (“Lender”). R E C I T A L S A. Pledgor owns the issued and outstanding securities of various companies.

March 26, 2018 EX-99.1

Exhibit 99.1 - Secured Promissory Note dated as of March 15, 2018 issued by the Reporting Person to SQ Investment Fund II, LLC (“Lender”).

EX-99.1 2 sc13d0318mokex99-1ener.htm SECURED PROMISSORY NOTE Exhibit 99.1 SECURED PROMISSORY NOTE $2,000,000.00 Date of Note: March 15, 2018 FOR VALUE RECEIVED, MOK TSAN SAN, an individual (the “Maker”), promises to pay to the order of SQ Investment Fund II, LLC, a California limited liability company (“Payee”), or its assigns, the sum of TWO MILLION DOLLARS ($2,000,000.00) and to pay interest the

March 26, 2018 EX-99.3

Exhibit 99.3 - Secured Guarantor made as of March 15, 2018 by Capital Union Investments Limited (“CUIL”) for the benefit of Lender.

EX-99.3 4 sc13d0318mokex99-3ener.htm SECURED GUARANTY Exhibit 99.3 SECURED GUARANTY (Capital Union Investments Limited) THIS SECURED GUARANTY (this “Guaranty”) is made as of March 15, 2018 by Capital Union Investments Limited (“Guarantor”), for the benefit of SQ Investment Fund II, LLC (“Lender”), with reference to the following facts: A. Mok Tsan San, an individual (“Borrower”), has executed that

March 26, 2018 EX-99.2

Exhibit 99.2 - Stock Pledge Agreement dated as of March 15, 2018 by and between the Reporting Person and Lender.

Exhibit 99.2 STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT is made and entered into as of March 15, 2018 (this “Agreement”) by and between Mok Tsan San (“Pledgor”) and SQ Investment Fund II, LLC (“Lender”). R E C I T A L S A. Pledgor owns certain of the issued and outstanding shares of Ener-Core, Inc., a Delaware corporation (the “Company”). B. Pursuant to a Secured Promissory Note of even da

February 5, 2018 SC 13G/A

ENCR / Ener-Core, Inc. / Longboard Capital Advisors, LLC - SCHEDULE 13G AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ener-Core, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

February 2, 2018 SC 13G/A

ENCR / Ener-Core, Inc. / Hudson Bay Capital Management LP - ENER-CORE, INC. SC13G/A Passive Investment

SC 13G/A 1 ENCR-GA.htm ENER-CORE, INC. SC13G/A FORM SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Ch

January 26, 2018 EX-10.1

Form of Third Amended and Restated Securities Purchase Agreement, dated January 25, 2018, by and among Ener-Core, Inc. and certain investors set forth therein

Exhibit 10.1 THIRD AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT This THIRD AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the ?Agreement?), is made as of January 25, 2018, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached

January 26, 2018 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 25, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

January 26, 2018 EX-4.2

Form of Additional Warrant

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T

January 26, 2018 EX-4.1

Form of Additional Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

January 26, 2018 SC 13G/A

ENCR / Ener-Core, Inc. / Brio Capital Master Fund Ltd. - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) ENER-CORE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

January 12, 2018 SC 13G/A

ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Sc

December 28, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 f8k122817enercoreinc.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other ju

December 28, 2017 EX-4.1

Form of 2015 Amendment Agreement, effective as of December 28, 2017

Exhibit 4.1 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the ?Amendment?), dated as of December 28, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise

December 28, 2017 EX-4.2

Form of 2016 Amendment Agreement, effective as of December 28, 2017

EX-4.2 3 f8k122817ex4-2enercore.htm FORM OF 2016 AMENDMENT AGREEMENT, EFFECTIVE AS OF DECEMBER 28, 2017 Exhibit 4.2 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of December 28, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor liste

December 28, 2017 EX-4.3

Form of First Amendment to 2017 Notes, effective as of December 28, 2017

Exhibit 4.3 FIRST AMENDMENT TO SENIOR SECURED NOTES This FIRST AMENDMENT TO SENIOR SECURED NOTES (the ?Amendment?), dated as of December 28, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?), and amen

December 21, 2017 EX-4.4

Form of 2016 Waiver, effective as of December 20, 2017

Exhibit 4.4 WAIVER This WAIVER (the ?Waiver?), dated as of December [], 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agr

December 21, 2017 EX-10.1

Form of Second Amended and Restated Securities Purchase Agreement, dated December 20, 2017, by and among Ener-Core, Inc. and certain investors set forth therein

Exhibit 10.1 SECOND AMENDED AND SECURITIES PURCHASE AGREEMENT This SECOND AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the ?Agreement?), is made as of December 20, 2017, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto

December 21, 2017 EX-4.1

Form of Additional Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

December 21, 2017 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 20, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

December 21, 2017 EX-4.2

Form of Additional Warrant

Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI

December 21, 2017 EX-4.3

Form of 2015 Waiver, effective as of December 20, 2017

Exhibit 4.3 WAIVER This WAIVER (the ?Waiver?), dated as of December [], 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agr

December 19, 2017 8-K

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): December 17, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

December 19, 2017 EX-10.1

Separation Agreement and General Release of All Claims, dated December 17, 2017, effective as of December 25, 2017, by and between the Company and Alain J. Castro, including a form of Severance Agreement and General Release of All Claims

EX-10.1 2 f8k121717ex10-1enercore.htm SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS, DATED DECEMBER 17, 2017, EFFECTIVE AS OF DECEMBER 25, 2017, BY AND BETWEEN THE COMPANY AND ALAIN J. CASTRO, INCLUDING A FORM OF SEVERANCE AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS This Separation Agreement and General Release of all Cla

December 19, 2017 EX-99.1

3

Exhibit 99.1 Ener-Core Announces Strategic Progress and Transition of Executive Leadership IRVINE, CA - (Marketwire) - 12/19/17 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, announces that the Company?s Board of Directors has approved the next phase of its strategic revenue plan: the expansion of

November 20, 2017 10-Q

ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Ex

November 14, 2017 NT 10-Q

ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2017 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr

November 2, 2017 EX-4.2

Form of Additional Warrant

Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI

November 2, 2017 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 1, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

November 2, 2017 EX-4.3

Form of 2015 Waiver, effective as of November 1, 2017

Exhibit 4.3 WAIVER This WAIVER (the ?Waiver?), dated as of November 1, 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agre

November 2, 2017 EX-10.1

Form of Amended and Restated Securities Purchase Agreement, dated November 1, 2017, by and among Ener-Core, Inc. and certain investors set forth therein

Exhibit 10.1 AMENDED AND SECURITIES PURCHASE AGREEMENT This AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the ?Agreement?), is made as of November 1, 2017, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto (each individu

November 2, 2017 EX-4.1

Form of Additional Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

November 2, 2017 EX-4.4

Form of 2016 Waiver, effective as of November 1, 2017

Exhibit 4.4 WAIVER This WAIVER (the ?Waiver?), dated as of November 1, 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agre

September 20, 2017 EX-10.2

Form of Second Amendment to Subordination and Intercreditor Agreement, dated November 2, 2015, by and among Ener-Core, Inc., Ener-Core Power, Inc., Anthony Tang and Empery Tax Efficient, LP, effective as of September 19, 2017

Exhibit 10.2 SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of September 19, 2017 (this ?Amendment?), to the Subordination and Intercreditor Agreement dated as of November 2, 2015 (as further amended, restated, supplemented or otherwise modified from time to time, the ?Intercreditor Agreement?) is entered i

September 20, 2017 EX-10.1

Form of Securities Purchase Agreement, dated September 19, 2017, by and among Ener-Core, Inc. and certain investors set forth therein, including the form of Guaranty of Ener-Core Power, Inc., as amended

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of September 19, 2017, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto (each individually, a ?Buyer? and collectively, the

September 20, 2017 EX-4.3

Form of 2015 Amendment Agreement, effective as of September 19, 2017

EX-4.3 4 f8k091917ex4-3enercoreinc.htm FORM OF 2015 AMENDMENT AGREEMENT, EFFECTIVE AS OF SEPTEMBER 19, 2017 Exhibit 4.3 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of September 19, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Compan

September 20, 2017 EX-10.3

Form of Second Amendment to Subordination and Intercreditor Agreement, dated September 1, 2016, by and among Ener-Core, Inc., Ener-Core Power, Inc., Longboard Capital Advisors LLC, Anthony Tang and Empery Tax Efficient, LP, effective as of September 19, 2017

Exhibit 10.3 SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of September 19, 2017 (this ?Amendment?), to the Subordination and Intercreditor Agreement dated as of September 1, 2016 (as further amended, restated, supplemented or otherwise modified from time to time, the ?Intercreditor Agreement?) is entered

September 20, 2017 EX-4.5

Form of Second Amendment to Convertible Unsecured Promissory Notes issued in September 2016, effective as of September 19, 2017

Exhibit 4.5 SECOND AMENDMENT TO CONVERTIBLE UNSECURED NOTES THIS SECOND AMENDMENT TO CONVERTIBLE UNSECURED NOTES (this ?Amendment?) is made and entered into as of September 19, 2017 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Convertible Unsecured Notes dated as of September 1, 2016 (the ?Notes?) as issued by the Company pursu

September 20, 2017 EX-4.1

Form of Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

September 20, 2017 EX-4.2

Form of Warrant

EX-4.2 3 f8k091917ex4-2enercoreinc.htm FORM OF WARRANT Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASS

September 20, 2017 EX-4.4

Form of 2016 Amendment Agreement, effective as of September 19, 2017

Exhibit 4.4 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the ?Amendment?), dated as of September 19, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used he

September 20, 2017 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 19, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

August 18, 2017 10-Q

ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n

August 14, 2017 NT 10-Q

Ener-Core NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transit

June 6, 2017 8-K

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): June 6, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe

June 6, 2017 EX-99.1

OTCQB: ENCR June 2017 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe for

Exhibit 99.1 OTCQB: ENCR June 2017 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe for or purchase any securities in the Company or as an inducement to make an offer or invitation with respect to those securities . No agree

May 19, 2017 10-Q

Ener-Core QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact

May 15, 2017 NT 10-Q

Ener-Core NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K R Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transi

May 8, 2017 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 3, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Number

May 8, 2017 EX-10.1

Offer Letter to James Reiman, effective May 3, 2017

Exhibit 10.1 April 24, 2017 Ener-Core, Inc. 8965 Research Dr. Irvine, CA 92618 949-616-3300 949-616-3399 Fax James Reiman 522 Church St., Apt. 7D Evanston, IL 60201-4575 Dear Jim, On behalf of Ener-Core Inc., a Delaware corporation (the ?Company?) or its successors, I am pleased to invite you to join the Company?s Board of Directors (the ?Board?), subject to the confirmation of this invitation eit

May 8, 2017 EX-99.1

Ener-Core Appoints James Reiman to its Board of Directors

Exhibit 99.1 Ener-Core Appoints James Reiman to its Board of Directors IRVINE, Calif. ? May 8, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, has appointed James Reiman to its board of directors. In conjunction with this appointment, Jeffrey Horn has transitioned from director to a member of

May 8, 2017 EX-10.2

Option Agreement dated May 3, 2017 between Ener-Core, Inc. and James Reiman

Exhibit 10.2 NOTICE OF GRANT OF NON-QUALIFIED STOCK OPTION ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Ener-Core, Inc. (the ?Company?) hereby grants, pursuant to the provisions of the Ener-Core, Inc. 2015 Omnibus Incentive Plan (the ?Plan?), to the Grantee designated in this Notice of Grant of Non-qualified Stock Option (the ?Notice of Grant?) a Non-qualified S

May 1, 2017 EX-4.1

Form of Amended and Restated Warrant, originally issued on November 2, 2015 in support of Backstop Security Support Agreement, dated November 2, 2015, as amended to date, as amended and restated on April 27, 2017

Exhibit 4.1 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES 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

May 1, 2017 EX-4.3

Form of Amendment to Senior Secured Notes issued in April 2015, May 2015 and December 2016, effective April 27, 2017

Exhibit 4.3 FIRST AMENDMENT TO [AMENDED AND RESTATED] SENIOR SECURED NOTES THIS FIRST AMENDMENT TO [AMENDED AND RESTATED] SENIOR SECURED NOTES (this ?Amendment?) is made and entered into as of April 27, 2017 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes [amended and restated as of December 2, 2016 (as amende

May 1, 2017 EX-10.1

First Amendment to Backstop Security Support Agreement between Ener-Core, Inc. and an investor, dated November 2, 2015, effective April 27, 2017

Exhibit 10.1 FIRST AMENDMENT TO BACKSTOP SECURITY SUPPORT AGREEMENT This First Amendment to Backstop Security Support Agreement (?Amendment?) is made and entered into on April 27, 2017, by and between Anthony Tang, an individual investor (the ?Investor?), and Ener-Core, Inc., a corporation incorporated under the laws of Delaware (?Ener-Core?), and amends that certain Backstop Security Support Agre

May 1, 2017 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 27, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

May 1, 2017 EX-4.2

Form of Warrant issued on April 27, 2017 in support of Backstop Security Support Agreement, dated November 2, 2015, as amended to date

EX-4.2 3 f8k042717ex4iienercoreinc.htm FORM OF WARRANT ISSUED ON APRIL 27, 2017 IN SUPPORT OF BACKSTOP SECURITY SUPPORT AGREEMENT, DATED NOVEMBER 2, 2015, AS AMENDED TO DATE Exhibit 4.2 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN

April 19, 2017 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): April 14, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

April 19, 2017 EX-10.1

Offer Letter to Kent Williams, effective April 14, 2017

Exhibit 10.1 Ener-Core, Inc. 8965 Research Dr. Irvine, CA 92618 949-616-3300 March 30, 2017 949-616-3399 Fax Kent Williams 6 Katrina Court Orinda, California 94563 Dear Kent, On behalf of Ener-Core Inc., a Delaware corporation (the ?Company?) or its successors, I am pleased to invite you to join the Company?s Board of Directors (the ?Board?), subject to the confirmation of this invitation either b

April 19, 2017 EX-99.1

Ener-Core Appoints Kent Williams to its Board of Directors

Exhibit 99.1 Ener-Core Appoints Kent Williams to its Board of Directors IRVINE, Calif. ? April 19, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, has appointed Kent Williams to its board of directors. His appointment increases the total number of board members to eight, with two members servi

April 19, 2017 EX-10.2

Option Agreement dated April 14, 2017 between Ener-Core, Inc. and Kent Williams

Exhibit 10.2 NOTICE OF GRANT OF NON-QUALIFIED STOCK OPTION ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Ener-Core, Inc. (the ?Company?) hereby grants, pursuant to the provisions of the Ener-Core, Inc. 2015 Omnibus Incentive Plan (the ?Plan?), to the Grantee designated in this Notice of Grant of Non-qualified Stock Option (the ?Notice of Grant?) a Non-qualified S

April 17, 2017 EX-99.1

C O R P O R A T E P A R T I C I P A N T S

Exhibit 99.1 C O R P O R A T E P A R T I C I P A N T S Alain Castro, Chief Executive Officer Domonic J. Carney, Chief Financial Officer C O N F E R E N C E C A L L P A R T I C I P A N T S Dallas Salazar, Atlas Consulting Joe Filberto, Kansas Shira Associates Peter Spaulding, Private Investor P R E S E N T A T I O N Operator: Good afternoon. Welcome to the Ener-Core Fourth Quarter and Full Year 201

April 17, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 f8k041317enercoreinc.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other juris

April 14, 2017 10-K

Ener-Core ANNUAL REPORT (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37642 ENER-CORE, INC.

April 12, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

April 12, 2017 EX-99.1

The Dresser-Rand Business Accelerates License Fee Payments to Ener-Core and Evaluates Potential Expansion of License Agreement to Cover Deployment of Larger Power Capacity Products Amended Agreement Results in $1.2 Million Accelerated License Fee Pay

Exhibit 99.1 The Dresser-Rand Business Accelerates License Fee Payments to Ener-Core and Evaluates Potential Expansion of License Agreement to Cover Deployment of Larger Power Capacity Products Amended Agreement Results in $1.2 Million Accelerated License Fee Payment to Ener-Core IRVINE, Calif. ? April 12, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion

March 31, 2017 NT 10-K

Ener-Core NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Tra

March 24, 2017 EX-99.1

Ener-Core to Host Conference Call on Thursday, April 13, 2017 at 4:30 p.m. ET Management to Discuss New Developments in Licensing Business, First Industrial Installation and Status of Commercial Pipeline

Exhibit 99.1 Ener-Core to Host Conference Call on Thursday, April 13, 2017 at 4:30 p.m. ET Management to Discuss New Developments in Licensing Business, First Industrial Installation and Status of Commercial Pipeline IRVINE, Calif. ? March 24, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, wi

March 24, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

February 21, 2017 SC 13G

ENCR / Ener-Core, Inc. / Longboard Capital Advisors, LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ener-Core, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 29272A206 (CUSIP Number) February 14, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

February 16, 2017 S-8

Ener-Core REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on February 16, 2017 Registration Statement No.

February 16, 2017 POS AM

Ener-Core POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1

Filed with the Securities and Exchange Commission on February 16, 2017. Registration Statement No. 333-211048 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdi

February 6, 2017 EX-10.2

Advisory Services Agreement, effective as of January 31, 2017, between the Company and Boris A. Maslov

Exhibit 10.2 ADVISORY SERVICES AGREEMENT This Advisory Services Agreement (?Agreement?) is effective as of January 31, 2017 (?Effective Date?) by and between ENER-CORE, Inc., a Delaware corporation (the ?Company?), and Boris Maslov (the ?Advisor?). In consideration of the mutual covenants and agreements hereafter set forth, the parties agree as follows: 1. Duties of Advisor. a. Services. Advisor s

February 6, 2017 8-K

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): January 31, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

February 6, 2017 EX-10.1

Separation Agreement and Mutual Release dated February 1, 2017, effective as of January 31, 2017, between the Company and Boris A. Maslov

Exhibit 10.1 SEPARATION AGREEMENT AND MUTUAL RELEASE This Separation Agreement and Mutual Release (hereinafter ?Agreement?), is made and entered into by and between Boris Maslov (?Employee?) and Ener-Core, Inc., a Delaware corporation (the ?Company?), with reference to the following: A. Employee was employed by the Company pursuant to the terms of an Employment Agreement effective as of December 3

January 24, 2017 424B3

Ener-Core, Inc. Up to 4,727,963 Shares of Common Stock

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-215562 PROSPECTUS Ener-Core, Inc. Up to 4,727,963 Shares of Common Stock This prospectus relates to the offer and sale from time to time by the selling stockholders identified in this prospectus of up to an aggregate of 4,727,963 shares of our common stock, par value $0.0001 per share, upon conversion of convertible notes and/or warra

January 24, 2017 SC 13G/A

ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2016 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Sc

January 23, 2017 SC 13G

Ener-Core SCHEDULE 13G (Passive Acquisition of More Than 5% of Shares)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 ENER-CORE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29272A206 (CUSIP Number) January 12, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? Rule 1

January 19, 2017 CORRESP

Ener-Core ESP

Ener-Core, Inc. 9400 Toledo Way Irvine, California 92618 VIA EDGAR January 19, 2017 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attn: Ms. Pamela Long Mr. Frank Pigott Re: Ener-Core, Inc. Registration Statement on Form S-1 File No. 333-215562 Acceleration Request Requested Date: January 23, 2017 Requested Time: 4:30 p.m. Eastern Time

January 17, 2017 S-1

Ener-Core REGISTRATION STATEMENT

Filed with the Securities and Exchange Commission on January 17, 2017. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporation or organization) (

December 27, 2016 424B3

PROSPECTUS SUPPLEMENT Prospectus Supplement dated December 27, 2016 to Prospectus declared effective on June 28, 2016 (Registration No. 333-211048) ENER-CORE, INC.

Filed Pursuant to Rule 424(b)(3) File Number 333-211048 PROSPECTUS SUPPLEMENT Prospectus Supplement dated December 27, 2016 to Prospectus declared effective on June 28, 2016 (Registration No.

December 14, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 f8k121216enercoreinc.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other ju

December 14, 2016 EX-10.1

Form of Second Amendment to Securities Purchase Agreement dated November 23, 2016, effective as of December 12, 2016

Exhibit 10.1 SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENT This Second Amendment to Securities Purchase Agreement (this ?Amendment?), is made and entered into as of December 12, 2016, by and between Ener-Core, Inc., a Delaware corporation (the ?Company?), and [BUYER] (the ?Buyer?), and amends that certain Securities Purchase Agreement, dated as of November 23, 2016 (as amended to date, the ?Ag

December 8, 2016 8-K

Ener-Core CURRENT REPORT (Current Report/Significant Event)

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 6, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

December 8, 2016 EX-99.1

OTCQB: ENCR December 2016 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe

Exhibit 99.1 OTCQB: ENCR December 2016 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe for or purchase any securities in the Company or as an inducement to make an offer or invitation with respect to those securities . No a

December 2, 2016 EX-4.1

Form of Revised Amendment Agreement, dated November 23, 2016

EX-4.1 2 f8k120116ex4ienercoreinc.htm FORM OF REVISED AMENDMENT AGREEMENT, DATED NOVEMBER 23, 2016 Exhibit 4.1 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Agreement”), dated as of November 23, 2016, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the “Company”), and the investor listed on the signature p

December 2, 2016 EX-4.2

Form of Additional Warrant

Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI

December 2, 2016 EX-10.1

Form of Amendment Agreement and Waiver, dated December 1, 2016

EX-10.1 4 f8k120116ex10ienercoreinc.htm FORM OF AMENDMENT AGREEMENT AND WAIVER, DATED DECEMBER 1, 2016 Exhibit 10.1 AMENDMENT AGREEMENT AND WAIVER This Amendment Agreement and Waiver (this “Agreement”), is made and entered into as of December 1, 2016, by and between Ener-Core, Inc., a Delaware corporation (the “Company”), and [BUYER] (the “Buyer”). All capitalized terms used herein but not defined

December 2, 2016 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

November 25, 2016 EX-4.4

Form of First Amendment to Convertible Unsecured Promissory Notes issued in September 2015, effective as of November 23, 2016

Exhibit 4.4 FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this ?Amendment?) is made and entered into as of November 23, 2016, by and among Ener-Core, Inc., a Delaware corporation (the ?Company?) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of September 1, 2016 (as amended to date, the ?Agreement?), by

November 25, 2016 EX-10.1

Form of Securities Purchase Agreement, dated November 23, 2016, by and among Ener-Core, Inc. and certain investors set forth therein, including the form of Guaranty of Ener-Core Power, Inc.

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of November 23, 2016, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto (individually, an ?Initial Buyer? and collectively, the ?Initial Buy

November 25, 2016 8-K

Ener-Core CURRENT REPORT (Current Report/Significant Event)

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 23, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

November 25, 2016 EX-4.3

Form of Amendment Agreement, dated November 23, 2016

Exhibit 4.3 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the ?Agreement?), dated as of November 23, 2016, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein

November 25, 2016 EX-4.1

Form of Convertible Senior Secured Promissory Note

Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC

November 25, 2016 EX-4.2

Form of Warrant

Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI

November 21, 2016 10-Q

Ener-Core QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Ex

November 14, 2016 NT 10-Q

Ener-Core NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2016 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr

October 24, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

October 24, 2016 EX-4.2

SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER

Exhibit 4.2 SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER THIS SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER (this ?Amendment?) is made and entered into as of October 21, 2016 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes dated as of May 9, 2015 (as amended to date, the ?Notes?) as issued by the Co

October 24, 2016 EX-99.1

Ener-Core Completes Delivery of its First 2 MW Power Oxidizers to Pacific Ethanol Stockton Biorefinery Represents Ener-Core’s First Commercial Shipment of its Recently Scaled-Up 2 MW Systems

Exhibit 99.1 Ener-Core Completes Delivery of its First 2 MW Power Oxidizers to Pacific Ethanol Stockton Biorefinery Represents Ener-Core?s First Commercial Shipment of its Recently Scaled-Up 2 MW Systems IRVINE, Calif. ? October 21, 2016 - Ener-Core, Inc. (OTCQB: ENCR), a developer of innovative gas conversion technologies for global commercial and industrial facilities, has delivered two of its 2

October 24, 2016 EX-4.1

SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER

Exhibit 4.1 SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER THIS SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER (this ?Amendment?) is made and entered into as of October 21, 2016 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes dated as of April 23, 2015 (as amended to date, the ?Notes?) as issued by the

October 14, 2016 EX-99.1

OTCQB: ENCR October 2016 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe

EX-99.1 2 f8k101416ex99ienercore.htm SLIDE PRESENTATION OF ENER-CORE, INC Exhibit 99.1 OTCQB: ENCR October 2016 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe for or purchase any securities in the Company or as an induceme

October 14, 2016 8-K

Ener-Core CURRENT REPORT (Current Report/Significant Event)

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 13, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N

September 30, 2016 EX-10.1

Fourth Amendment to Commercial License Agreement, dated September 26, 2016, between Ener-Core Power, Inc. and Dresser-Rand Company

Exhibit 10.1 Fourth Amendment to Commercial License Agreement This Fourth Amendment to the Commercial License Agreement (this ?Fourth Amendment?) is entered into effective as of September 26, 2016 by and between Dresser-Rand Company, a New York general partnership (?D-R?) and Ener-Core Power, Inc., a Delaware corporation (?E-C?). Background Information A. D-R and E-C entered into a Commercial Lice

September 30, 2016 EX-10.2

First Amendment to Ener-Core, Inc. 2015 Omnibus Incentive Plan

EX-10.2 3 f8k092616ex10iienercoreinc.htm FIRST AMENDMENT TO ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN Exhibit 10.2 FIRST AMENDMENT TO ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN In accordance with those certain resolutions adopted by the Board of Directors and stockholders of Ener-Core, Inc., a Delaware corporation (the “Company”), the 2015 Omnibus Incentive Plan (the “Plan”) of the Company is h

September 30, 2016 EX-99.1

Ener-Core Receives $1.1 Million from the Dresser-Rand Business Substantial Progress Achieved on Integration Testing of 2 MW Power Oxidizer System with KG2 Gas Turbine

Exhibit 99.1 Ener-Core Receives $1.1 Million from the Dresser-Rand Business Substantial Progress Achieved on Integration Testing of 2 MW Power Oxidizer System with KG2 Gas Turbine IRVINE, Calif. ? September 26, 2016 - Ener-Core, Inc. (OTCQB: ENCR), a developer of innovative gas conversion technologies for global commercial and industrial facilities, and the Dresser-Rand business, part of Siemens P

September 30, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

September 2, 2016 EX-4.3

FIFTH AMENDMENT TO SENIOR SECURED NOTES

Exhibit 4.3 FIFTH AMENDMENT TO SENIOR SECURED NOTES THIS FIFTH AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of September 1, 2016 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Senior Secured Notes dated as of April 23, 2015 (as amended to date, the “Notes”) as issued by the Company pursuant to

September 2, 2016 EX-10.2

Subordination and Intercreditor Agreement, September 1, 2016, by and among Ener-Core, Inc., Ener-Core Power, Inc., Longboard Capital Advisors LLC, Anthony Tang and Empery Tax Efficient, LP

Exhibit 10.2 SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this ?Agreement?) is entered into as of September 1, 2016, by and among Longboard Capital Advisors LLC (the ?Subordinated Agent?), Ener-Core, Inc., a Delaware corporation (?Borrower?),

September 2, 2016 EX-10.1

Securities Purchase Agreement, dated September 1, 2016, by and among Ener-Core, Inc. and certain investors set forth therein

Exhibit 10.1 This AGREEMENT and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement, dated as of SEPTEMBER 1, 2016 (as the same may be amended or otherwise modified from time to time pursuant to the terms thereof, the ?Subordination Agreement?), by and among LONGBOARD CAPITAL ADVISORS LLC (t

September 2, 2016 EX-4.2

Form of Warrant

Exhibit 4.2 [FORM OF WARRANT] NEITHER THE SECURITIES REPRESENTED BY THIS INSTRUMENT NOR THE SECURITIES FOR WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURI

September 2, 2016 EX-4.4

FIFTH AMENDMENT TO SENIOR SECURED NOTES

EX-4.4 5 f8k090116ex4ivenercore.htm FIFTH AMENDMENT TO SENIOR SECURED NOTES ISSUED IN MAY 2015, EFFECTIVE AS OF SEPTEMBER 1, 2016 Exhibit 4.4 FIFTH AMENDMENT TO SENIOR SECURED NOTES THIS FIFTH AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of September 1, 2016 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends tho

September 2, 2016 EX-4.1

Form of Convertible Unsecured Promissory Note

Exhibit 4.1 [FORM OF CONVERTIBLE UNSECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) A

September 2, 2016 8-K

Ener-Core CURRENT REPORT (Current Report/Significant Event)

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 1, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File

August 30, 2016 EX-4.1

Form of Amendment to Warrant(s)

Exhibit 4.1 [FORM OF AMENDMENT TO WARRANTS] ENER-CORE, INC. Amendment to Warrant(s) This AMENDMENT TO WARRANt(S) (this ?Amendment?) is furnished to you, [HOLDER] (the ?Holder?), pursuant to Section 9 of that certain warrant or those certain warrants, as appropriate, to purchase certain shares of the common stock, par value $0.0001 per share (the ?Common Stock?), of Ener-Core, Inc., a Delaware corp

August 30, 2016 8-K

Ener-Core CURRENT REPORT (Current Report/Significant Event)

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 24, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Nu

August 29, 2016 DEF 14A

Ener-Core DEFINITIVE PROXY STATEMENT

DEF 14A 1 def14a0816enercoreinc.htm DEFINITIVE PROXY STATEMENT 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 ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the

August 18, 2016 10-Q

Ener-Core QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n

August 18, 2016 10-Q

Ener-Core QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n

August 15, 2016 NT 10-Q

Ener-Core NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K þ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2016 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit

July 6, 2016 EX-99.2

Ener-Core Appoints Stephen Markscheid to Board of Directors Brings More Than 30 Years of Global Experience in Corporate Finance, Industrials and Clean Tech

Exhibit 99.2 Ener-Core Appoints Stephen Markscheid to Board of Directors Brings More Than 30 Years of Global Experience in Corporate Finance, Industrials and Clean Tech IRVINE, CA ? July 06, 2016 ? Ener-Core, Inc. (OTCQB: ENCR), the world?s only provider of Power Oxidation technology and equipment that generates clean power from waste and low-quality gases from a wide variety of industries, appoin

July 6, 2016 EX-10.1

Commercial and Manufacturing License Agreement, dated June 29, 2016, between the Company and Dresser-Rand Company

Exhibit 10.1 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to this omitted information. EXECUTION VERSION COMMERCIAL AND MANUFACTURING LICENSE AGREEMENT This COMMERCIAL AND MANUFACTURING LICENSE AGREEMENT (?Agreement?)

July 6, 2016 EX-10.3

Option Agreement, dated July 1, 2016, between the Company and Stephen Markscheid

EX-10.3 4 f8k0716ex10iiienercore.htm OPTION AGREEMENT, DATED JULY 1, 2016, BETWEEN THE COMPANY AND STEPHEN MARKSCHEID Exhibit 10.3 NOTICE OF GRANT OF NON-QUALIFIED STOCK OPTION ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Ener-Core, Inc. (the “Company”) hereby grants, pursuant to the provisions of the Ener-Core, Inc. 2015 Omnibus Incentive Plan (the “Plan”), to

July 6, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55400 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe

July 6, 2016 EX-99.1

Ener-Core and the Dresser-Rand business enter into commercial and manufacturing license agreement for Ener-Core’s Power Oxidizers The Dresser-Rand business gains exclusive rights to manufacture and sell Ener-Core’s 1 – 4 MW range Power Oxidizers to i

Exhibit 99.1 Ener-Core and the Dresser-Rand business enter into commercial and manufacturing license agreement for Ener-Core?s Power Oxidizers The Dresser-Rand business gains exclusive rights to manufacture and sell Ener-Core?s 1 ? 4 MW range Power Oxidizers to industrial customers Ener-Core shifts to a licensing fee business model with the Dresser-Rand business IRVINE, CA ? June 30, 2016 - Ener-C

July 6, 2016 EX-10.2

2

Exhibit 10.2 Ener-Core, Inc. 9400 Toledo Way Irvine, CA 92618 949-616-3300 949-616-3399 Fax June 29, 2016 Stephen Markscheid 419 Washington Avenue Wilmette, Illinois 60091 Dear Stephen, On behalf of Ener-Core, Inc., a Delaware corporation (the ?Company?) or its successors, I am pleased to invite you to join the Company?s Board of Directors (the ?Board?), subject to your election to the Board by th

July 6, 2016 EX-10.4

ENER-CORE, INC. EXECUTIVE EMPLOYMENT AGREEMENT

Exhibit 10.4 ENER-CORE, INC. EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this ?Agreement?) is entered into as of June 29, 2016 (the ?Effective Date?), by and between Ener-Core, Inc., a Delaware corporation (the ?Company?), and Douglas Hamrin (?Executive?). AGREEMENT In consideration of the premises and mutual covenants herein and for other good and valuable consideration, t

June 29, 2016 424B3

Ener-Core, Inc. Up to 937,500 Shares of Common Stock

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-211048 PROSPECTUS Ener-Core, Inc. Up to 937,500 Shares of Common Stock This prospectus relates to the offer and sale from time to time by the selling stockholders identified in this prospectus of up to an aggregate of 937,500 shares of our common stock, par value $0.0001 per share. The selling stockholders acquired an aggregate of 625

June 27, 2016 CORRESP

Ener-Core ESP

K&L Gates LLP 1 Park Plaza Twelfth Floor Irvine, CA 92614 T +1 949 253 0900 F +1 949 253 0902 klgates.

June 27, 2016 CORRESP

Ener-Core ESP

Ener-Core, Inc. 9400 Toledo Way Irvine, California 92618 VIA EDGAR June 27, 2016 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attn: Ms. Pamela Long Mr. Kevin Stertzel Mr. John Cash Mr. David Korvin Re: Ener-Core, Inc. Registration Statement on Form S-1 File No. 333-211048 Acceleration Request Requested Date: June 28, 2016 Requested T

June 14, 2016 8-K

Ener-Core CURRENT REPORT (Current Report/Significant Event)

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 13, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

June 13, 2016 SC 13D

ENCR / Ener-Core, Inc. / Sail Venture Partners, LLC - ENER-CORE SCHEDULE 13D FOR SAIL VENTURE PARTNERS LLC, 06.10.16 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) Walter L. Schindler Managing Partner SAIL Venture Partners LLC SAIL Capital Management LLC c/o Samini Scheinberg PC 840 Newport Center Drive,

June 10, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 f8k060916enercoreinc.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisd

June 10, 2016 EX-99.1

LD Micro Conference Investor Presentation June 9, 2016

Exhibit 99.1 LD Micro Conference Investor Presentation June 9, 2016 3 Disclaimer / Forward - Looking Statements Ener - Core, Inc . (? Ener - Core?) cautions that this presentation (including the oral commentary that accompanies it) may contain forward - looking statements that involve substantial risks and uncertainties . All statements, other than statements of historical facts, contained in this

June 8, 2016 S-1/A

Ener-Core AMENDMENT NO.2 TO FORM S-1

Filed with the Securities and Exchange Commission on June 8, 2016. Registration Statement No. 333-211048 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporati

June 8, 2016 CORRESP

Ener-Core ESP

K&L Gates LLP 1 Park Plaza Twelfth Floor Irvine, CA 92614 T +1 949 253 0900 F +1 949 253 0902 klgates.

May 16, 2016 10-Q

Ener-Core QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 ¨ 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: 333-173040 ENER-CORE, INC. (E

May 5, 2016 S-1/A

Ener-Core AMENDMENT NO.1 TO FORM S-1

Filed with the Securities and Exchange Commission on May 5, 2016. Registration Statement No. 333-211048 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporatio

April 30, 2016 S-1

Ener-Core REGISTRATION STATEMENT

Filed with the Securities and Exchange Commission on May 2, 2016. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporation or organization) (Prima

April 21, 2016 SC 13G

ENCR / Ener-Core, Inc. / Like Capital Ltd - SCHEDULE 13G Passive Investment

SC 13G 1 sc13g0416likecapitalener.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ENER-CORE, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) April 11, 2016 (Date of Event Which Requires Filing of this Statement) Ch

April 14, 2016 10-K

Ener-Core ANNUAL REPORT (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 2015 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: 333-173040 ENER-CORE, INC.

April 12, 2016 EX-10.1

Form of Stock Purchase Agreement, dated April 11, 2016, by and among the Registrant and the certain investor set forth therein

Exhibit 10.1 Execution Version STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT (the ?Agreement?), dated as of April 11, 2016, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the ?Company?), and the investors identified in their respective ?Buyer Signature Page? attached hereto (individually, a ?Buyer? and collectively,

April 12, 2016 8-K

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

8-K 1 f8k041116enercoreinc.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other juri

April 12, 2016 EX-99.1

Ener-Core Closes $3.0 Million Private Placement Transaction

Exhibit 99.1 Ener-Core Closes $3.0 Million Private Placement Transaction IRVINE, California, April 12, 2016? Ener-Core, Inc. (?Ener-Core?) (OTCQB: ENCR), a provider of commercialized Power Oxidation technology and equipment that generates clean power from low-quality waste gases and is deployable in a wide variety of industries, today announced the closing of a private placement with an accredited

April 5, 2016 RW

Ener-Core REGISTRATION WITHDRAWAL REQUEST

Ener-Core, Inc. 9400 Toledo Way Irvine, California 92618 VIA EDGAR April 5, 2016 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, DC 20549 Attn: Ms. Pamela Long Mr. Kevin Stertzel Mr. John Cash Re: Ener-Core, Inc. Registration Statement on Form S-1 File No. 333-205916 Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of

April 5, 2016 EX-4.1

Form of Additional Warrant to Purchase Common Stock, dated March 31, 2016

Exhibit 4.1 [FORM OF WARRANT] NEITHER THE SECURITIES REPRESENTED BY THIS INSTRUMENT NOR THE SECURITIES FOR WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURI

April 5, 2016 EX-10.3

Amendment to Registration Rights Agreement, dated December 30, 2015, between the Registrant and certain investors, effective as of April 4, 2016

Exhibit 10.3 AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this ?Amendment?) is made and entered into as of April 4, 2016, by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends that certain Registration Rights Agreement, dated as of December 30, 2015 (the ?Agreement?), by and among the Company and the ?Bu

April 5, 2016 EX-10.2

Form of Fourth Amendment to Securities Purchase Agreement dated May 7, 2015, effective as of March 31, 2016

Exhibit 10.2 FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this ?Amendment?) is made and entered into as of March 31, 2016, by and among Ener-Core, Inc., a Delaware corporation (the ?Company?) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of May 7, 2015 (as amended to date, the ?Agreement?), by and a

April 5, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File Nu

April 5, 2016 EX-10.1

Form of Fifth Amendment to Securities Purchase Agreement dated April 22, 2015, effective as of March 31, 2016

EX-10.1 5 f8k032816ex10ienercoreinc.htm FORM OF FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT DATED APRIL 22, 2015, EFFECTIVE AS OF MARCH 31, 2016 Exhibit 10.1 FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of March 31, 2016, by and among Ener-Core, Inc., a Delaware corporation (the “Company”)

April 5, 2016 EX-4.2

FOURTH AMENDMENT TO SENIOR SECURED NOTES

EX-4.2 3 f8k032816ex4iienercoreinc.htm FORM OF FOURTH AMENDMENT TO SENIOR SECURED NOTES ISSUED IN APRIL 2015, EFFECTIVE AS OF MARCH 31, 2016 Exhibit 4.2 FOURTH AMENDMENT TO SENIOR SECURED NOTES THIS FOURTH AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of March 31, 2016 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and

April 5, 2016 EX-4.3

FOURTH AMENDMENT TO SENIOR SECURED NOTES

Exhibit 4.3 FOURTH AMENDMENT TO SENIOR SECURED NOTES THIS FOURTH AMENDMENT TO SENIOR SECURED NOTES (this ?Amendment?) is made and entered into as of March 31, 2016 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes dated as of May 9, 2015 (as amended to date, the ?Notes?) as issued by the Company pursuant to that

March 30, 2016 NT 10-K

Ener-Core NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Tra

March 4, 2016 8-K

Ener-Core CURRENT REPORT (Current Report/Significant Event)

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 1, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num

January 19, 2016 SC 13G/A

ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment

SC 13G/A 1 p16-0112sc13ga.htm ENER-CORE, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2015 (Date of event which requires filing of this statement) Check the appropriate box t

January 19, 2016 S-1/A

Ener-Core AMENDED REGISTRATION STATEMENT

Filed with the Securities and Exchange Commission on January 19, 2016. Registration Statement No. 333-205916 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorpo

January 14, 2016 S-1/A

Ener-Core AMENDMENT NO. 7 TO REGISTRATION STATEMENT

Filed with the Securities and Exchange Commission on January 14, 2016. Registration Statement No. 333-205916 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorpo

January 7, 2016 SC 13G

ENCR / Ener-Core, Inc. / Jeneration Capital Master Fund - FORM SC 13G Passive Investment

SC 13G 1 v428552sc13g.htm FORM SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 Under the Securities Exchange Act of 1934 Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities)

January 4, 2016 8-K

Financial Statements and Exhibits, Other Events

8-K 1 f8k010416enercoreinc.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 4, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jur

January 4, 2016 EX-99.1

Ener-Core Closes Private Placement Transaction

Exhibit 99.1 Ener-Core Closes Private Placement Transaction IRVINE, California, January 4, 2016? Ener-Core, Inc. (?Ener-Core?) (OTCQB: ENCR), a provider of commercialized Power Oxidation technology and equipment that generates clean power from low-quality waste gases and is deployable in a wide variety of industries, today announced the closing of the previously announced private placement with ce

December 31, 2015 EX-10.1

Form of Securities Purchase Agreement, dated December 30, 2015, between the Registrant and certain investors

EX-10.1 6 f8k123015ex10ienercore.htm FORM OF SECURITIES PURCHASE AGREEMENT, DATED DECEMBER 30, 2015, BY AND AMONG ENER-CORE, INC. AND CERTAIN INVESTORS SET FORTH THEREIN Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 30, 2015, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 T

December 31, 2015 EX-4.3

THIRD AMENDMENT TO SENIOR SECURED NOTES

EX-4.3 4 f8k123015ex4iiienercore.htm FORM OF THIRD AMENDMENT TO SENIOR SECURED NOTES ISSUED IN APRIL 2015, EFFECTIVE AS OF DECEMBER 30, 2015 Exhibit 4.3 THIRD AMENDMENT TO SENIOR SECURED NOTES THIS THIRD AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and

December 31, 2015 EX-4.2

Form of Additional Warrant to Purchase Common Stock, dated December 30, 2015

Exhibit 4.2 [FORM OF WARRANT] NEITHER THE SECURITIES REPRESENTED BY THIS INSTRUMENT NOR THE SECURITIES FOR WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURI

December 31, 2015 EX-10.5

Form of Third Amendment to Securities Purchase Agreement dated May 7, 2015, effective as of December 30, 2015

Exhibit 10.5 THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this ?Amendment?) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of May 7, 2015 (as amended to date, the ?Agreement?), by and a

December 31, 2015 EX-99.1

Ener-Core Signs Definitive Agreements for Private Placement Transaction

Exhibit 99.1 Ener-Core Signs Definitive Agreements for Private Placement Transaction IRVINE, California, December 31, 2015 ? Ener-Core, Inc. (?Ener-Core?) (OTCQB: ENCR), a provider of commercialized Power Oxidation technology and equipment that generates clean power from low-quality waste gases and is deployable in a wide variety of industries, today announced that it entered into definitive agree

December 31, 2015 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2015 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File

December 31, 2015 EX-10.3

45 South 7th Street, Suite 2000 ▪ Minneapolis, MN 55402 Tel: (612)851-9500 ▪ Fax: (612)851-5987

Exhibit 10.3 December 26, 2015 CONFIDENTIAL Ener-Core, Inc. 9400 Toledo Way Irvine, CA 92618 Attention: Domonic J. Carney, Chief Financial Officer Re: Proposed Equity Offering Dear Mr. Carney: This letter (the “Agreement”) will confirm the basis upon which Ener-Core, Inc. and/or its successor designation(s) (“Client”) has engaged Northland Securities, Inc. (together with its affiliates, control pe

December 31, 2015 EX-10.2

Form of Registration Rights Agreement, dated December 30, 2015, between the Registrant and certain investors

EX-10.2 7 f8k123015ex10iienercore.htm FORM OF REGISTRATION RIGHTS AGREEMENT, DATED DECEMBER 30, 2015, BY AND AMONG ENER-CORE, INC. AND CERTAIN INVESTORS SET FORTH THEREIN Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 30, 2015, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvin

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