---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-044546"
form_type: "8-K"
ticker: "MDWK"
cik: "0001295514"
company_name: "MDWerks, Inc."
filed_at: "2023-12-12T23:59:59+00:00"
generated_at: "2026-06-07T14:01:30.567041+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.95
calibrated_materiality_score: 0.95
confidence: "high"
source: SEC EDGAR
---

# MDwerks completes reverse merger with Two Trees; issues 60M shares, former holders own ~32.4%

## Summary
- Completed merger with Two Trees Beverage Company; issued 60M shares to Two Trees stockholders for all Two Trees shares.
- Former Two Trees stockholders hold ~32.4% of MDwerks common stock; Two Trees becomes a wholly owned subsidiary.
- Board expanded; James P. Cassidy and Edward D. Kratovil appointed as directors.
- Two Trees rapid-aging process produces spirits in fraction of traditional time; portfolio includes over 30 brands with awards.

## SEC filing metadata
- accession: 0001493152-23-044546
- form_type: 8-K
- ticker: MDWK
- cik: 0001295514
- company_name: MDWerks, Inc.
- filed_at: 2023-12-12T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.95
- calibrated_materiality_score: 0.95
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 4.01, 5.02, 5.06, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1295514/000149315223044546/0001493152-23-044546-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1295514/000149315223044546/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-044546
- JSON: https://secwatch.observer/filing/0001493152-23-044546.json
- Plain text: https://secwatch.observer/filing/0001493152-23-044546.txt

## Key facts
- Governance Changes
  MDWerks, Inc.: The Company ceased being a shell company on December 8, 2023 as a result of the closing of the merger (effective 2023-12-08).
  - Change: shell status
  - Effective: 2023-12-08
  source text: the Company ceased being a shell company on December 8, 2023 as such term is defined in Rule 12b-2 under the Exchange Act.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1295514/000149315223044546/0001493152-23-044546-index.htm
- M&A Transactions
  MDWerks, Inc. completed an acquisition involving Two Trees for 60,000,000 shares of its common stock.
  - Action: acquisition
  - Counterparty: Two Trees
  - Consideration: 60,000,000 shares of its common stock
  source text: Merger on the Merger Closing Date pursuant to the Merger Agreement. Pursuant to the terms of the Merger Agreement, on the Merger Closing Date of the Merger, the Company issued 60,000,000 shares of its common stock, $0.001 par value per share, (the “Company Common Stock”) which was apportioned among the Two Trees stockholders, pro rata, based on the number of
  evidence_url: https://www.sec.gov/Archives/edgar/data/1295514/000149315223044546/0001493152-23-044546-index.htm

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