Item 1.01 Entry into a Material Definitive Agreement.

Amendment No. 2 to Secured Promissory Note No. 1

On July 19, 2022, Ideanomics, Inc. (the "Company" or the "Lender) and Via Motors International, Inc. (the "Borrower") entered into an amendment (the "July Note Amendment No. 2") to the Secured Promissory Note No. 1, dated May 20, 2022, as amended on June 17, 2022 (the "Secured Promissory Note No. 1"). Under July Note Amendment No. 2, the Borrower borrowed, and the Lender advanced, an additional amount of US$1,800,000 on the terms and conditions set forth in the Secured Promissory Note No. 1. Pursuant to the July Note Amendment No. 2, the Borrower and the Lender agreed as follows: (a) the principal sum payable under the Secured Promissory Note No. 1, shall be US$9,081,889 and (b) simple interest on (i) US$2,181,889 shall accrue from May 20, 2022, (ii) US$5,100,000 shall accrue from June 17, 2022 and (iii) US$1,800,000 shall accrue from July 19, 2022, in each case, till the maturity date at the rate of 4% per annum.

Any amounts advanced pursuant to the July Note Amendment No. 2. shall not be deducted from the purchase price contemplated by that certain Agreement and Plan of Merger dated August 30, 2021, as amended.

The foregoing description of the July Note Amendment No. 2 is qualified in its entirety by reference to the full text of the July Note Amendment No. 2, which is attached as Exhibit 10.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit
Number     Description
  10.1       Amendment No. 2 to Secured Promissory Note No. 1
104        Cover page Interactive Data File (embedded within the Inline XBRL document).

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