{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-23-016396","form_type":"8-K","ticker":"VPLM","cik":"0001410738","company_name":"Voip-pal.com Inc","filed_at":"2023-05-11T23:59:59+00:00","discovered_at":"2026-05-14T18:03:38.758837+00:00","generated_at":"2026-06-15T03:54:35.638685+00:00","sec_items":["1.01","5.03","8.01","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"VoIP-Pal massively dilutes: warrant exercise prices cut to $0.001-$0.005, authorized shares to 5B","bullets":["Amendment to STA removes 40% warrant requirement, replaces with Series A preferred with 40% voting rights; 621M warrants repriced from $0.021 to $0.001/sh.","Authorized common shares increased from 3.5B to 5B, par $0.001, effective May 5, 2023.","Board reduced exercise price of 410M warrants and 152M options from $0.025 to $0.005; adopted exercise policy requiring committee approval.","2022 warrants vesting changed: 50% vested on issue date (May 30, 2022), remaining 50% vest May 30, 2023."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-23-016396","json":"https://secwatch.observer/filing/0001493152-23-016396.json","markdown":"https://secwatch.observer/filing/0001493152-23-016396.md","text":"https://secwatch.observer/filing/0001493152-23-016396.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1410738/000149315223016396/0001493152-23-016396-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1410738/000149315223016396/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-15T03:54:35.638685+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":"223d5103cc4116637c1b27b96338ea4043b8cb5a","claim":"Voip-pal.com Inc: Increased authorized common stock from 3,500,000,000 to 5,000,000,000 shares (effective 2023-05-05).","evidence_excerpt":"On March 6, 2023, the holders of a majority of the issued and outstanding stock of the Company approved an increase in the Company’s authorized capital from 3,500,000,000 shares of common stock, par value $0.001 per share, to 5,000,000,000 shares of common stock, par value $0.001 per share (the “Authorized Capital Increase”). On May 5, 2023, the Company formally completed the Authorized Capital Increase by filing a Certificate of Amendment with the Nevada Secretary of State, a copy of which is attached hereto as Exhibit 3.6.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1410738/000149315223016396/0001493152-23-016396-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-05-05"}],"fact_type":"governance_change"},{"claim_id":"49ae3d9cf3e214b7e403de89107c847332fe9fda","claim":"Voip-pal.com Inc amended STA with Digifonica Intellectual Properties (DIP) Limited and Digifonica (International) Limited valued at 40% interest (effective 2023-04-23).","evidence_excerpt":"On April 23, 2023, VoIP-Pal.com Inc. (the “Company”), Digifonica Intellectual Properties (DIP) Limited (the “Seller”) and Digifonica (International) Limited entered into an amendment (the “Amendment”) to the share transfer agreement between the parties originally dated June 25, 2013, and subsequently amended on July 18, 2013, October 6, 2013, October 31, 2013, November 25, 2013, March 17, 2014 and April 21, 2021 (collectively, the “STA”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1410738/000149315223016396/0001493152-23-016396-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"Digifonica Intellectual Properties (DIP) Limited and Digifonica (International) Limited"},{"label":"Value","value":"40% interest"},{"label":"Effective","value":"2023-04-23"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}