FORM 8-K: MICROMOBILITY.COM FILES CURRENT REPORT

May 2, 2025 (U.S. Fed News) –

WASHINGTON , May 2 -- Micromobilitycom Inc. , New York , files Form 8-K (current report) with Securities and Exchange Commission on May 1 .

State of Incorporation/State or other jurisdiction of incorporation: Delaware

Item9.01.Financial Statements and Exhibits

(d) Exhibits

ExhibitNumber Description of Document 10.1 Judgment Escrow Agreement, dated as of April 21, 2025 , among micromobility.com , Inc., YA II PN, Ltd. and the Escrow Agent 104 Cover page of this Current Report on Form 8-K formatted in Inline XBRL

SIGNATURE

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

Dated: May 1,2025

micromobility.com Inc. By: /s/ Gian Luca Spriano

Name :

Title: Gian Luca Spriano Chief Executive Officer

EX-102ex10x1.htmBERNHEIM ESCROW AGREEMENT Exhibit 10.1

ESCROW AGREEMENTTHIS ESCROWAGREEMENT (this "Agreement"), is made and entered into as of April 21, 2024 by and among micromobility.com , Inc. a Delawarecorporation (the "Company"), YA II PN, Ltd. (the "Investor") and Ortoli Rosenstadt LLP , as escrowagent (the "Escrow Agent").WHEREAS, the Companyand the Investor entered into a certain Standby Equity Purchase Agreement (the "SEPA") on the date hereof;

WHEREAS, onthe date hereof the Company issued the Promissory Note to the Investor in exchange for proceeds of $2,750,000 , of which $1,500,000 areto be placed into escrow pursuant to the Bernheim Escrow Agreement (which Bernheim Escrow Agreement is this Agreement);

WHEREAS, theCompany and the Investor are placing the Escrow Funds into the Escrow Account as partial inducement for Bernheim Investment Fund SICAV("Bernheim") entering into the Bernheim Resolution; and

WHEREAS,the Escrow Agent has agreed to act as the escrow agent for purposes of this Agreement;NOW, THEREFORE,in consideration of the foregoing and the mutual and dependent covenants hereinafter set forth, the parties agree as follows:1.Defined Terms. All capitalized terms used in this Agreement but not otherwisedefined herein are given the meanings set forth in the SEPA. 2.Escrow Deposit.(a)Escrow Funds. In connection with the SEPA, the issuance of the PromissoryNote and the Bernheim Resolution, the Investor shall deposit $1,500,000 with the Escrow Agent (such amounts so deposited and as may bereduced from time to time in accordance with the terms of this Agreement, the "Escrow Funds"). (b)Escrow Account. The Escrow Agent hereby agrees to hold the Escrow Fundsin the following account, as Escrow Agent for the Company and the Investor (the "Escrow Account"), subject to the termsand conditions of this Agreement. The Escrow Funds shall not be subject to any lien, attachment, trustee process or any other judicialprocess of any creditor of any party hereto. The Escrow Agent shall not distribute or release the Escrow Funds except in accordance withthe express terms and conditions of this Agreement.

Bank: City National Bank Address: 400 Park Avenue , 2nd Floor

New York, NY 10022 ABA# 026 013 958 Swift Code: CINAUS6L Account Title: Ortoli Rosenstadt LLP AccountNo.: 682 022 779 3.Release of Escrow Funds. Each of the Company, the Investor and Bernheimauthorizes the Escrow Agent to release:(a) allor a portion of the Escrow Funds to any party as may be set out in a joint written consent of the Company, the Investor and Bernheimto the Escrow Agent for the release of such Escrow Funds; 1 (b) allEscrow Funds to the Investor if the Bernheim Resolution is not executed by April 30, 2025 ; (c)upon the Maturity Date, all Escrow Funds remaining in the Escrow Account not in excess of any amounts then due on the PromissoryNote on the Maturity Date to the Investor (and if any Escrow Funds remain after such disbursements, all remaining Escrow Funds tothe Company);(d)all or a portion of the Escrow Funds to any party as may be set out in written instructions of the Investor if the Company breachesits covenant set out in Section 7.25(c) of the SEPA by failing to file the required proforma audited financial statements within 120days of the date thereof;(e)upon the Closing of the Business Combination, all Escrow Funds remaining in the Escrow Account (not in excess of amounts due fromthe Company to Bernheim pursuant to the Bernheim Resolution) to Bernheim (and (i) if any Escrow Funds remain after suchdisbursement, all remaining Escrow Funds to the Investor to the extent such remaining Escrow Funds do not exceed amounts due underthe Promissory Note, and (ii) if any Escrow Funds remain after such additional disbursement, all remaining Escrow Funds to theCompany).4.Termination. This Agreement shall terminate when all of the Escrow Fundshave been distributed in accordance with this Agreement.

5.Conditions to Escrow. The Escrow Agent agrees to hold the Escrow Fundsand to perform in accordance with the terms and provisions of this Agreement. The Company and the Investor agree that the Escrow Agentdoes not assume any responsibility for the failure of the Company or the Investor to perform in accordance with the Promissory Note, theSEPA, the Bernheim Resolution or this Agreement. The acceptance by the Escrow Agent of its responsibilities hereunder is subject to thefollowing terms and conditions, which the parties hereto agree shall govern and control with respect to the Escrow Agent's rights, duties,liabilities and immunities:

(a)The Escrow Agent shall have only those duties as are specifically provided herein,which shall be deemed purely ministerial in nature, and shall under no circumstance be deemed a fiduciary for any of the other partiesto this Agreement. The Escrow Agent shall not be required to take any action hereunder involving any expense unless the payment of suchexpense is made or provided for in a manner reasonably satisfactory to it. (b)The Escrow Agent shall be protected in acting upon any written notice, consent,receipt or other paper or document furnished to it, not only as to its due execution and validity and effectiveness of its provisions,but also as to the truth and accuracy of any information therein contained, which the Escrow Agent in good faith believes to be genuineand what it purports to be. Should it be necessary for the Escrow Agent to act upon any instructions, directions, documents or instrumentsissued or signed by or on behalf of any corporation, fiduciary or individual acting on behalf of another party hereto, which the EscrowAgent in good faith believes to be genuine, it shall not be necessary for the Escrow Agent to inquire into such corporation's, fiduciary'sor individual's authority. (c)The Escrow Agent shall not be liable for any error of judgment or for any actdone or step taken or omitted by it in good faith, or for anything which it may do or refrain from doing in connection herewith, exceptfor its own gross negligence or willful misconduct. (d)The Escrow Agent may consult with, and obtain advice from, legal counsel in theevent of any question as to any of the provisions hereof or the duties hereunder, and it shall incur no liability and shall be fully protectedin acting in good faith in accordance with the opinion and instructions of such counsel. The reasonable and documented costs of such counsel'sservices shall be paid to the Escrow Agent in accordance with this Agreement. 2 (e)The Escrow Agent shall neither be responsible for, nor chargeable with knowledgeof, the terms and conditions of any other agreement, instrument or document between the other parties hereto, including, without limitation,the SEPA the Bernheim Resolution. This Agreement sets forth all matters pertinent to the escrow contemplated hereunder, and no additionalobligations of the Escrow Agent shall be inferred from the terms of this Agreement or any other agreement, instrument or document. (f)In the event that the Escrow Agent shall be uncertain as to its duties or rightshereunder or shall receive instructions, claims or demands from the Investor, the Company or Bernheim which, in its opinion, conflictwith any of the provisions of this Agreement, it shall be entitled to refrain from taking any action and its sole obligation shall beto keep safely all property held in escrow until it shall be directed otherwise in writing jointly by the Investor, the Company and Bernheimor by a final and non-appealable order of a court of competent jurisdiction. The Escrow Agent shall have the option, after 30 days' noticeto the Investor, the Company and Bernheim of its intention to do so, to file an action in interpleader requiring the Investor, the Companyand Bernheim to answer and litigate any claims and rights among themselves. (g)Any corporation or association into which the Escrow Agent may be converted ormerged, or with which it may be consolidated, or to which it may sell or transfer its escrow business and assets as a whole or substantiallyas a whole, or any corporation or association resulting from any such conversion, sale, merger, consolidation or transfer to which itis a party, shall be and become the successor escrow agent hereunder and vested with all of the title to the whole property or trust estateand all of the trusts, powers, immunities, privileges, protections and all other matters as was its predecessor, without the executionor filing of any instrument or any further act, deed or conveyance on the part of any of the parties hereto, anything herein to the contrarynotwithstanding. (h)the Investor waives (and Bernheim shall be deemed to waive) any conflict of interestclaim against the Escrow Agent for legal and advisory services that is has provided, and is providing, to the Company (which waiver theInvestor acknowledges by entry into this Agreement and which Bernheim acknowledges by asserting any right as a third-party beneficiaryas set out herein).6.Resignation and Removal of Escrow Agent.

(a)The Escrow Agent reserves the right to resign at any time by giving 30 days writtennotice of resignation, specifying the effective date thereof. On the effective date of such resignation, the Escrow Agent shall deliverthis Agreement together with the Escrow Funds and any and all related instruments or documents to any successor escrow agent agreeableto the Investor and the Company. If a successor escrow agent has not been appointed and has not accepted such appointment prior to theexpiration of 15 days following the date of the notice of such resignation, the Escrow Agent may, but shall not be obligated to, applyto a court of competent jurisdiction for the appointment of a successor Escrow Agent. Any such resulting appointment shall be bindingupon all of the parties to this Agreement. Notwithstanding anything to the contrary in the foregoing, the Escrow Agent or any successorescrow agent shall continue to act as Escrow Agent until a successor is appointed and qualified to act as Escrow Agent. (b)The Escrow Agent may be removed (with or without cause) and a new escrow agentmay be appointed upon mutual agreement of the Investor and the Company. In such event, the Investor and the Company shall deliver jointwritten notice to the Escrow Agent of such removal together with joint written instructions authorizing delivery of this Agreement togetherwith the Escrow Funds and any and all related instruments or documents to a successor escrow agent. (c)Upon delivery of the Escrow Funds to a successor escrow agent in accordance withthis Section, the Escrow Agent shall thereafter be discharged from any further obligations hereunder. All power, authority, duties andobligations of the Escrow Agent shall apply to any successor escrow agent. 7.Indemnification of Escrow Agent. the Investor and the Company (and Bernheimupon any written notice or consent in connection with this Agreement) shall jointly and severally indemnify and hold the Escrow Agentharmless from and against any liability, loss, damage or expense (including, without limitation, reasonable and documented attorneys'fees) that the Escrow Agent may incur in connection with this Agreement and its performance hereunder or in connection herewith, exceptto the extent such liability, loss, damage or expense arises from its willful misconduct or gross negligence. The indemnification providedfor under this Section shall survive the termination of this Agreement and the resignation or removal of the Escrow Agent. 3 8.Force Majeure. No party shall be liable or responsible to the other parties,nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of thisAgreement, when and to the extent such failure or delay is caused by or results from acts beyond the affected party's reasonable control("Force Majeure Events"), including, without limitation: (a) acts of God; (b) flood, fire or explosion; (c) war, invasion,riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement;(f) action by any governmental authority; (g) national or regional emergency; and (h) strikes, labor stoppages or slowdowns or other industrialdisturbances. The party suffering a Force Majeure Event shall give notice to the other party, stating the period of time the occurrenceis expected to continue and shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Eventare minimized. 9.Notices. All notices, requests, consents, claims, demands, waivers andother communications hereunder shall be in writing and shall be deemed to have been given (a) when delivered by hand (with written confirmationof receipt); (b) when received by the addressee if sent by an internationally recognized overnight courier (receipt requested) such asFedEx, UPS or DHL; (c) on the date sent by email of a PDF document (with confirmation of transmission) if sent during normal businesshours of the recipient, and on the next Business Day if sent after normal business hours of the recipient or (d) on the third day afterthe date mailed, by certified or registered mail, return receipt requested, postage prepaid, provided that the delivery method under thisSection 12(b) shall be applicable only to the extent that the delivery address is within the United States . Such communications must besent to the respective parties at the addresses indicated below (or at such other address for a party as shall be specified in a noticegiven in accordance with this Section 12). Notwithstanding the above, in the case of communications delivered to the Escrow Agent wherebythe Escrow Agent must act based on a specified number of days upon its receipt of such communication, if applicable, such communicationsshall be deemed to have been given on the date received by an officer of the Escrow Agent or any employee of the Escrow Agent who reportsdirectly to any such officer at the above-referenced office. If to the Company: Micromobility.com, Inc. 500 Broome St.

New York ,

NY

1001315090 Attn: Gian Luca Spriano , CEOTelephone: (917) 675-7157 E-mail: gianluca@micromobility.com

with a copy to: Ortoli Rosenstadt LLP Email: wsr@rollp.legal Attention: William Rosenstadt If to the Investor: 1012 Springfield Avenue , Mountainside NJ 07021

Email: Legal@yorkvilleadvisors.com

Attention: David Fine If to the Escrow Agent: Ortoli Rosenstadt LLP Email: wsr@rollp.legal Attention: William Rosenstadt

If to Bernheim: Pursuant to the notification information provided in the Bernheim Resolution. 13.Successor and Assigns. This Agreement shall be binding upon and shall inureto the benefit of the parties hereto and their respective successors and permitted assigns. No party may assign any of its rights or obligationshereunder without the prior written consent of the other parties hereto, which consent shall not be unreasonably withheld or delayed.No assignment shall relieve the assigning party of any of its obligations hereunder. 14.Third-Party Beneficiaries. Upon entry into the Bernheim Resolution, Bernheimshall become a third-party beneficiary to this Agreement to the extent that no provisions of Section 3 may be amended or revised withoutBernheim's written consent. If Bernheim does not enter into this Agreement by April 30, 2025 , any written consent of Bernheim requiredunder this Agreement for an action to be taken shall no longer be required, and any provision requiring the written consent of Bernheimshall be read as if Bernheim's written consent was not part of this Agreement. Except as setout above, this Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothingherein, express or implied, is intended to or shall confer upon any other Person any legal or equitable right, benefit or remedy of anynature whatsoever under or by reason of this Agreement. 4 15.Headings. The headings in this Agreement are for reference only and shallnot affect the interpretation of this Agreement. 16.Amendmentand Modification; Waiver. This Agreement may only be amended, modified or supplemented by an agreement in writing signed by eachparty hereto. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signedby the party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any rights,remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partialexercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any otherright, remedy, power or privilege. 17.Severability. If any term or provision of this Agreement is invalid, illegalor unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision ofthis Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that anyterm or other provision is invalid, illegal or unenforceable, the parties hereto shall negotiate in good faith to modify this Agreementso as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactionscontemplated hereby be consummated as originally contemplated to the greatest extent possible. 18.Governing Law; Submission to Jurisdiction. This Agreement shall be governedby and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of lawprovision or rule (whether of the State of New York or any other jurisdiction). Any legal suit, action or proceeding arising out of orbased upon this Agreement or the transactions contemplated hereby shall be exclusively instituted in the federal courts of the UnitedStates or the courts of the State of New York in each case located in the city of New York and County of New York , and each party irrevocablysubmits to the exclusive jurisdiction of such courts in any such suit, action or proceeding. Service of process, summons, notice or otherdocument by mail to such party's address set forth herein shall be effective service of process for any suit, action or other proceedingbrought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, actionor any proceeding in such courts and irrevocably waive and agree not to plead or claim in any such court that any such suit, action orproceeding brought in any such court has been brought in an inconvenient forum. 19.Waiver of Jury Trial. Each party (including any person asserting rightsas a third-party beneficiary) acknowledges and agrees that any controversy which may arise under this Agreement is likely to involve complicatedand difficult issues and, therefore, each such party irrevocably and unconditionally waives any right it may have to a trial by jury inrespect of any legal action arising out of or relating to this Agreement or the transactions contemplated hereby. Each party (includingany person asserting rights as a third-party beneficiary) to this Agreement certifies and acknowledges that (a) no representative of anyother party has represented, expressly or otherwise, that such other party would not seek to enforce the foregoing waiver in the eventof a legal action, (b) such party has considered the implications of this waiver, (c) such party makes this waiver voluntarily, and (d)such party has been induced to enter into this Agreement by, among other things, the mutual waivers and certifications in this Section20. 20.Counterparts. This Agreement may be executed in counterparts, each of whichshall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreementdelivered by facsimile, email or other means of electronic transmission shall be deemed to have the same legal effect as delivery of anoriginal signed copy of this Agreement.

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