UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
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Item 3.03 - Material Modification to Rights of Security Holders.
On May 29, 2025, pursuant to approval of a majority of the voting securities of the Company, the Company amended its articles of incorporation with the Nevada Secretary of Sate to create a new class of stock designated Series B Preferred Stock consisting of fifty thousand (50,000) shares at par value of $0.001 per share. The following rights, preferences, privileges and restrictions were established for the Series B Preferred Stock:
| ● | Stated Capital. The amount represented in stated capital at all times for each share of Series B Preferred Stock shall be its par value of $0.001 per share. | |
| ● | Voting Rights. Except as otherwise required by applicable law, the holders of Series B Preferred Stock shall have no voting rights and shall not be entitled to notice of any meeting of shareholders or to vote upon any matter submitted to shareholders for a vote. | |
| ● | Dividends. Holders of shares of Series B Preferred Stock shall not be entitled to receive any dividends, whether payable in cash, stock, or otherwise. | |
| ● | Conversion Rights Upon Sale of the Company. Upon the occurrence of a sale of the Company, including a merger, acquisition, or sale of all or substantially all of the Company’s assets, each share of Series B Preferred Stock shall automatically convert into one thousand (1,000) shares of the Corporation’s Common Stock without any further action by the holder thereof. Such conversion shall be automatic and effective immediately prior to the closing of such Sale of the Company. | |
| ● | Liquidation Rights/No Liquidation Preference. In the event of any liquidation, dissolution or winding-up of the Company, either voluntary or involuntary, the holders of the Series B Preferred Stock shall have no liquidation preference over any other class or series of shares of the Company and shall only be entitled to receive an amount per share equal to the amount paid or credited as paid on such shares, simultaneously and on a pari passu basis with the holders of Common Shares and any other class or series of shares ranking equally with the Series B Preferred Shares. | |
| ● | Other Rights. The Series B Preferred Stock shall have no other rights, privileges, or preferences except as specifically set forth in this Certificate of Designation or as required by applicable law. |
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.
CYBERLOQ TECHNOLOGIES, INC. (Registrant) | ||
| By: | /s/ Christopher Jackson | |
| Christopher Jackson, President | ||
Date: June 2, 2025