M&A - cbdMD, Inc.

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Form Type: 8-K

Filing Date: 2025-05-07

Corporate Action: Merger

Type: New

Accession Number: 000143774925015119

Filing Summary: On May 6, 2025, cbdMD, Inc. filed Articles of Amendment to its Certificate of Designation of Rights and Preferences, effecting an automatic conversion of shares of its 8% Series A Cumulative Convertible Preferred Stock into common stock. Each outstanding share of Preferred Stock converted into thirteen shares of Common Stock, totaling 65,000,000 shares from 5,000,000 shares of Preferred Stock. This conversion is effective as of the Mandatory Exchange Date. Simultaneously, the company implemented a one-for-8 reverse stock split of its Common Stock, changing the CUSIP number for the shares. The reverse split adjusted the total number of Common Stock shares without altering any shareholder’s percentage ownership, aside from adjustments for fractional shares. The changes were approved at the annual meeting of shareholders on April 10, 2025. The Common Stock began trading on a split-adjusted basis on May 7, 2025, with outstanding securities being adjusted accordingly.

Additional details:

Preferred Stock Conversion Ratio: 13 shares of Common Stock for each share of Preferred Stock


Total Preferred Stock Converted: 5,000,000 shares


Total Common Stock Created: 65,000,000 shares


Reverse Stock Split Ratio: 1-for-8


New Cusip Number: 12482W 409


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