{"schema_version":"secwatch.filing_event.v1","accession":"0001185185-23-000164","form_type":"8-K","ticker":null,"cik":"0001700849","company_name":"Vado Corp.","filed_at":"2023-02-28T23:59:59+00:00","discovered_at":"2026-05-14T18:03:46.191103+00:00","generated_at":"2026-06-18T22:23:58.169391+00:00","sec_items":["1.01","3.02","5.02","5.03"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"Vado Corp. completes reverse merger with AudienceX, issues 96% of stock","bullets":["Issued 169,434,640 shares (96% of outstanding) to acquire all shares of Socialcom, Inc. (AudienceX).","David Lelong resigned as sole officer; Jason Wulfsohn appointed CEO, Ryan Carhart CFO; Wulfsohn and Benaron join board.","Secondary financing of $1.5M via Series A Convertible Preferred; first tranche $750K closed, second due May 25, 2023.","Fiscal year end changed from Nov 30 to Dec 31 to align with AudienceX.","93M shares held by David Lelong cancelled; 22,793,540 options issued under 2023 Equity Incentive Plan."],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-23-000164","json":"https://secwatch.observer/filing/0001185185-23-000164.json","markdown":"https://secwatch.observer/filing/0001185185-23-000164.md","text":"https://secwatch.observer/filing/0001185185-23-000164.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/vado20230227_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-18T22:23:58.169391+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"50f947a8c5","claim":"Jason Wulfsohn was appointed as Director at Vado Corp..","evidence_excerpt":"Effective at the Closing, the number of directors of the Company was fixed at three, and Jason Wulfsohn and Reeve Benaron were appointed to serve on the Board of Directors.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"8c96c01fdf","claim":"Reeve Benaron was appointed as Director at Vado Corp..","evidence_excerpt":"Effective at the Closing, the number of directors of the Company was fixed at three, and Jason Wulfsohn and Reeve Benaron were appointed to serve on the Board of Directors.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"09f23fa5de4090f59259f1fb146519f360c782b2","claim":"Vado Corp.: Company changed its fiscal year end from November 30 to December 31.","evidence_excerpt":"the Company changed its fiscal year end from November 30 to December 31 as a result the Exchange to conform its fiscal year end to that of aX.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"fiscal year change"}],"fact_type":"governance_change"},{"claim_id":"c38ae7b0b45314a4ac700aa231d05e020dc094e0","claim":"Vado Corp. entered into Share Exchange Agreement with Socialcom, Inc, d/b/a AudienceX, a California corporation (\"aX\") and the shareholders of aX signatory thereto (effective 2023-01-30).","evidence_excerpt":"Share Exchange Agreement (the “Exchange Agreement”) dated January 30, 2023 with Socialcom, Inc, d/b/a AudienceX, a California corporation (“aX”) and the shareholders of aX signatory thereto","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Socialcom, Inc, d/b/a AudienceX, a California corporation (\"aX\") and the shareholders of aX signatory thereto"},{"label":"Effective","value":"2023-01-30"}],"fact_type":"material_agreement"},{"claim_id":"d992e5555a95acc8f0fa1bf026fcffed5c7cd172","claim":"Vado Corp. entered into Stock Purchase Agreement valued at $1,500,000.","evidence_excerpt":"execution of the Stock Purchase Agreement (the “SPA”) for a financing resulting in gross proceeds to the Company of $1,500,000 (the “Secondary Financing”)","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm","confidence":0.7,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Value","value":"$1,500,000"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}