Public Co Management Corp: creates three series of preferred stock

What happened

• Public Co Management Corp filed with the Nevada Secretary of State a Certificate of Designation on Oct 15, 2026 establishing three new series of the Corporation’s Preferred Stock: Series A Voting Preferred Stock (Series A), Series B-1 Convertible Preferred Stock (Series B-1) and Series B-2 Convertible Preferred Stock (Series B-2).
• The filing says Series A entitles its holders, voting as a class, to a number of votes equal to 2 times the sum of (i) the outstanding shares of common stock plus (ii) the number of votes allocated to any other voting preferred then outstanding; under the filing, with Series B-1 and Series B-2 as the only other voting preferred outstanding, Series A will represent approximately 2/3 of total voting power. Series A converts 1-for-1 into common stock at the holder’s election and automatically converts upon Nasdaq approval of the Corporation’s initial listing application or the first listing on any national securities exchange.
• The filing says Series B-1 (25,000,000 shares, $0.001 par value) votes with the common stock on a 1 vote per share basis, carries no dividend or liquidation preference as preferred stock, and is convertible at the holder’s option on or after 18 months following issuance into 4 shares of common stock (4-to-1). The filing says Series B-2 (10,000,000 shares, $0.001 par value) votes with the common stock on a 1 vote per share basis, carries no dividend or liquidation preference as preferred stock, and is convertible at the holder’s option on or after 24 months following issuance into 8 shares of common stock (8-to-1). Both Series B-1 and Series B-2 automatically convert into common stock immediately prior to a Reorganization Event unless holders of a majority of the applicable series approve assumption on substantially equivalent terms.

Key details

• Series A: 1,000,000 shares, $0.001 par value, 1-for-1 conversion at holder election, no dividend rights, no liquidation preference, voting power equal to 2 times outstanding common plus votes of other voting preferred.
• Series B-1: 25,000,000 shares, $0.001 par value, votes 1 per share with common, convertible 4-to-1 on or after 18 months, automatic conversion on Reorganization Event; no dividend or liquidation preference as preferred stock.
• Series B-2: 10,000,000 shares, $0.001 par value, votes 1 per share with common, convertible 8-to-1 on or after 24 months, automatic conversion on Reorganization Event; no dividend or liquidation preference as preferred stock.
• The filing says the board has authority, without further stockholder approval, to designate and issue additional series of preferred stock and to fix their rights, preferences, privileges and restrictions; the corporation must reserve sufficient authorized but unissued common stock to effect conversions.

Why it may matter

• The filing reports Item 3.03 (material modification to rights of security holders) and Item 5.03 (amendments to articles of incorporation or bylaws) and states that those items relate to the Certificate of Designation establishing the three series of preferred stock and the board’s authority to issue additional preferred series. A filing does not show why the insider traded or why the company acted.