Cunningham Alex H. 4
4 · Cardiff Lexington Corp · Filed Feb 27, 2024
Insider Transaction Report
Form 4
Cunningham Alex H.
DirectorChief Executive Officer10% Owner
Transactions
- Other
Series I Preferred Stock
2024-01-19+62,500→ 5,743,000 totalFrom: 2024-01-19→ Common Stock
Holdings
- 1,000,338
Common Stock
- 1
Series A Preferred Stock
→ Common Stock - 6,250
Series B Preferred Stock
→ Common Stock - 1
Series C Preferred Stock
→ Common Stock
Footnotes (4)
- [F1]On January 19, 2024, the Reporting Person received 62,500 shares of Series I Preferred Stock as partial compensation for the Reporting Person's services as Chief Executive Officer of the Issuer. Each share of Series I Preferred Stock is convertible into such number of shares of Common Stock as is determined as follows: (i) if the closing market price of the Common Stock on the principal trading market on which the Common Stock is then traded or quoted is less than $4.00 per share, then each share of Series I Preferred Stock shall be convertible into a number of shares of Common Stock equal to two (2) times the stated value ($4.00 per share), divided by such closing market price on the date of conversion; or (ii) if such closing market price is equal to or greater than $4.00 per share, then each share of Series I Preferred Stock shall be convertible into two (2) shares of Common Stock. The Series I Preferred Stock has no expiration date.
- [F2]Upon the transfer of any share of Series A Preferred Stock, except for a transfer by the holder to an affiliate, whether such transfer is voluntary or involuntary, such share of Series A Preferred Stock shall automatically, and without any action being required by the Issuer or the Reporting Person, be converted into one (1) share of Common Stock. The Series A Preferred Stock may be converted at any time upon such a transfer and has no expiration date.
- [F3]Each share of Series B Preferred Stock is convertible at any time into such number of shares of Common Stock as is determined as follows: (i) if the closing market price of the Common Stock on the principal trading market on which the Common Stock is then traded or quoted is less than $4.00 per share, then each share of Series B Preferred Stock shall be convertible into a number of shares of Common Stock equal to two (2) times the stated value ($4.00 per share), divided by such closing market price on the date of conversion; or (ii) if such closing market price is equal to or greater than $4.00 per share, then each share of Series B Preferred Stock shall be convertible into two (2) shares of Common Stock. The Series B Preferred Stock has no expiration date.
- [F4]Each share of Series C Preferred Stock is convertible at any time into such number of shares of Common Stock as is determined by dividing the stated value ($4.00 per share) by a conversion price of $0.00004. The Series C Preferred Stock has no expiration date.