---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-046253"
form_type: "8-K"
ticker: "MDWK"
cik: "0001295514"
company_name: "MDWerks, Inc."
filed_at: "2023-12-27T23:59:59+00:00"
generated_at: "2026-06-07T06:48:47.133723+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# MDwerks amends exchange agreement to acquire RF Specialties; extends termination to Feb 2024

## Summary
- Original Exchange Agreement (Jan 2023) to acquire 100% of RF Specialties LLC from Keith A. Mort for 7.5M shares.
- Amendment extends termination date from May 31, 2023 to February 1, 2024.
- Amendment removes condition requiring Tradition Reserve I LLC to distribute company shares prior to closing.
- All other terms of the Exchange Agreement remain unchanged.

## SEC filing metadata
- accession: 0001493152-23-046253
- form_type: 8-K
- ticker: MDWK
- cik: 0001295514
- company_name: MDWerks, Inc.
- filed_at: 2023-12-27T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1295514/000149315223046253/0001493152-23-046253-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1295514/000149315223046253/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-046253
- JSON: https://secwatch.observer/filing/0001493152-23-046253.json
- Plain text: https://secwatch.observer/filing/0001493152-23-046253.txt

## Key facts
- Material Agreements
  MDWerks, Inc. amended Exchange Agreement with RF Specialties LLC and Keith A. Mort valued at Termination date extended from May 31, 2023 to February 1, 2024; removal of condition in Section 6.0 (effective 2023-12-20).
  - Action: amendment
  - Agreement: asset purchase
  - Counterparty: RF Specialties LLC and Keith A. Mort
  - Value: Termination date extended from May 31, 2023 to February 1, 2024; removal of condition in Section 6.0
  - Effective: 2023-12-20
  source text: On December 20, 2023, the Parties entered into an Amendment No. 1 to the Exchange Agreement (the “Amendment”) changing the following provisions of the Exchange Agreement: ● Termination Date The date on which the Exchange must take place, or the Exchange Agreement will be terminated has been amended from May 31, 2023, to February 1, 2024. ● Removal of a Condition to the Closing The following provision, Section 6.01(f) of the Exchange Agreement, has been altogether removed: “Tradition Reserve I LLC, the majority shareholder of the Company as of the Effective Date (“Tradition”) shall have completed the distribution of the Equity Securities of the Company held by Tradition to the members of Tradition, as determined by Tradition.”
  evidence_url: https://www.sec.gov/Archives/edgar/data/1295514/000149315223046253/0001493152-23-046253-index.htm

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