Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 15, 2015

SOFTECH, INC.

(Exact name of the Registrant as specified in its charter)

Massachusetts

0-10665

04-2453033

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S Employer

Identification No.)

650 Suffolk Street, Suite 415, Lowell, MA 01851

(Address of principal executive offices and zip code)

Telephone (978) 513-2700

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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

. Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

. Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

. Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

. Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01

Entry into Material Definitive Agreements.

On July 15, 2015, SofTech, Inc. (“SofTech”) entered into an agreement with EssigPR, Inc. (“EssigPR”) a Puerto Rico corporation to amend its existing $300,000 short term debt agreement (the “Short Term Note”) to extend the due date by three months from July 10, 2015 to October 10, 2015. The interest rate on the Short Term Note is 9.5%, payable quarterly in arrears and can be repaid at any time without penalty. EssigPR was awarded 2,500 stock options to purchase SofTech common stock at $1.00 per share as part of this agreement. The stock options will expire on July 15, 2025 if not exercised.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Description

10.19		Amendment No. 2 to Term Note

SIGNATURES

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

SOFTECH, INC.

Date: July 21, 2015

By: /s/ Joseph P. Mullaney

Joseph P. Mullaney

President & Chief Executive Officer

Exhibit Index



Exhibit No.		Description

10.19		Amendment No. 2 to Term Note

AMENDMENT No. 2 TO TERM NOTE

This Amendment to the Term Note (“Amendment No. 2”) is dated July 15, 2015 by and among SofTech, Inc., a Massachusetts corporation with offices at 650 Suffolk Street, Suite 415, Lowell, MA 01854 (the “Borrower”) and EssigPR, Inc., a Puerto Rico corporation (the “Lender”).

WHEREAS, the Borrower and Lender are parties to that certain Term Note dated October 1, 2014 which was amended through an agreement dated April 2, 2015 (“Amendment”); and

WHEREAS, the Term Note, as amended, is due and payable in full on July 10, 2015; and

WHEREAS, the Borrower and Lender have agreed to extend the due date an additional three months to October 10, 2015.

NOW, THEREFORE, in consideration of the foregoing and the agreements contained herein, the parties agree as follows:

Term. Section 6. entitled “Term.” of the Term Note, as amended, shall be amended by changing the due date from April 10, 2015 to October 10, 2015.

Consideration. Borrower hereby awards Lender 2,500 stock options to purchase SofTech common stock at an exercise price of $1.00 per share. Such stock options will be fully vested upon execution of this Amendment No. 2. The stock options will expire on the ten year anniversary of the award if not exercised.

All other terms and conditions detailed in the Term Note, as amended, shall remain unchanged.