Cardiff Lexington Corporation filed a certificate of designation with the Nevada Secretary of State on August 31, 2026, to establish a new series of preferred stock designated as Series A-1 preferred stock. The filing details the specific terms and rights associated with this new equity class.
The Series A-1 preferred stock consists of 2 shares of the Company’s preferred stock. In the event of a liquidation, dissolution, or winding up of the Company, holders of this series are entitled to receive a liquidation preference of $250 per share. This amount is to be paid after all senior securities are satisfied and pari passu with holders of parity securities, but before any junior securities, including common stock.
Regarding voting rights, each share of Series A-1 preferred stock carries a vote equal to 25% of the votes held by all other equity securities, plus one additional vote. The shares vote on matters submitted to common stockholders or other voting securities, provided that the matter is not solely within the purview of another series of preferred stock.
The Series A-1 preferred stock is not entitled to participate in any distributions to common stockholders and has no economic interest in the Company. Holders do not have redemption rights. However, upon the transfer of a share to an affiliate, the share automatically converts into one share of common stock.
