---
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"
generated_at: "2026-06-18T22:23:58.169391+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Vado Corp. completes reverse merger with AudienceX, issues 96% of stock

## Summary
- 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.

## SEC filing metadata
- accession: 0001185185-23-000164
- form_type: 8-K
- cik: 0001700849
- company_name: Vado Corp.
- filed_at: 2023-02-28T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 3.02, 5.02, 5.03
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001185185-23-000164
- JSON: https://secwatch.observer/filing/0001185185-23-000164.json
- Plain text: https://secwatch.observer/filing/0001185185-23-000164.txt

## Key facts
- Executive change
  Jason Wulfsohn was appointed as Director at Vado Corp..
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm
- Executive change
  Reeve Benaron was appointed as Director at Vado Corp..
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm
- Governance Changes
  Vado Corp.: Company changed its fiscal year end from November 30 to December 31.
  - Change: fiscal year change
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm
- Material Agreements
  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).
  - Action: entry
  - Agreement: merger
  - Counterparty: Socialcom, Inc, d/b/a AudienceX, a California corporation ("aX") and the shareholders of aX signatory thereto
  - Effective: 2023-01-30
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm
- Material Agreements
  Vado Corp. entered into Stock Purchase Agreement valued at $1,500,000.
  - Action: entry
  - Agreement: equity purchase
  - Value: $1,500,000
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1700849/000118518523000164/0001185185-23-000164-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.