Limitless X Holdings Inc. filed a Current Report on Form 8-K on June 3, 2026, disclosing two primary corporate actions: a board resignation and amendments to its preferred stock structure.
On June 3, 2026, Michael Braun notified the Board of Directors of his resignation, effective June 30, 2026. The resignation was not the result of any disagreement regarding the Company's operations, policies, or practices. As of the report date, the Board had not yet appointed a replacement director.
The report details amendments filed with the Delaware Secretary of State in October 2026 to reduce the number of shares designated for certain preferred stock classes. The Class B Convertible Preferred Stock designation was reduced from 11,000,000 to 1,500,000 shares. The Class C Convertible Preferred Stock designation was reduced from 5,000,000 to 500,000 shares. These reductions affected only unissued shares, and the total number of authorized Preferred Stock shares remains 30,000,000.
Additionally, the Company filed a Certificate of Designations for 20,000,000 shares of Class F Convertible Preferred Stock. This new class is intended for a Regulation A offering of up to 20,000,000 Units at a price of $1.25 per Unit. The Class F Preferred Stock will have no dividend rights and a liquidation preference of $1.25 per share. It is convertible into one share of Common Stock and ranks junior to Class A, Class B, and Class C Preferred Stock and Series D Preferred Stock. The Company may redeem these shares beginning on the five-year anniversary of issuance and may direct mandatory conversion upon a change in control, a common stock price of at least $2.50 for five consecutive days, or a listing on a national exchange.
