Verb Technology issues Series B Preferred share to CEO with 700M votes on reverse split and share increase

TON Strategy Co

CEO Rory J. Cutaia purchased one share of Series B Preferred Stock for $5,000 cash on Feb 17, 2023.
The share carries 700,000,000 votes, but only on proposals to increase authorized common stock and reverse stock split.
The share votes in the same proportion as common shares voted on those matters; no other voting rights.
No dividends, no conversion, no liquidation rights; redeemable at $5,000 at board discretion or automatically upon reverse split effectiveness.
Issuance exempt from registration under Section 4(a)(2) of the Securities Act.

item 1.01 item 3.02 item 3.03 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

TON Strategy Co: Filed certificate of designation for Preferred Stock with special voting rights (effective 2023-02-17).

Change: charter amendment
Effective: 2023-02-17

Exact text from the filing

On February 17, 2023, the Company filed a certificate of designation (the “Certificate of Designation”) with the Secretary of State of Nevada, effective as of the time of filing, designating the rights, preferences, privileges and restrictions of the share of Preferred Stock.

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TON Strategy Co filing history →

Source: SEC EDGAR

accession 0001493152-23-005985

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