---
schema_version: "secwatch.filing_event.v1"
accession: "0001683168-26-004756"
form_type: "8-K"
ticker: "CDIX"
cik: "0000811222"
company_name: "Cardiff Lexington Corp"
filed_at: "2026-06-11T20:10:00+00:00"
generated_at: "2026-06-11T20:17:29.198242+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Cardiff Lexington enters up to $75M equity purchase agreement with Leonite Fund I

## Summary
- Commits to sell up to $25M in common stock; Company may increase to $75M at its sole discretion.
- Commitment shares: $250k in stock upfront, plus $500k more if total raised to $75M.
- Purchase price at 97% of lowest 5-day VWAP or lowest trade price on day 3 after purchase; 90% if under $0.20.
- Company controls timing and amount; investor capped at 4.99% beneficial ownership and barred from shorting.
- Registration statement due within 45 days; 36-month investment period; Company may terminate on 5 days' notice.

## SEC filing metadata
- accession: 0001683168-26-004756
- form_type: 8-K
- ticker: CDIX
- cik: 0000811222
- company_name: Cardiff Lexington Corp
- filed_at: 2026-06-11T20:10:00+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/811222/000168316826004756/0001683168-26-004756-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/811222/000168316826004756/cardiff_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001683168-26-004756
- JSON: https://secwatch.observer/filing/0001683168-26-004756.json
- Plain text: https://secwatch.observer/filing/0001683168-26-004756.txt

## Key facts
- Material Agreements
  Cardiff Lexington Corp entered into Purchase Agreement with an institutional investor valued at up to $25,000,000 (effective 2026-06-05).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: an institutional investor
  - Value: up to $25,000,000
  - Effective: 2026-06-05
  source text: On June 5, 2026, Cardiff Lexington Corporation, a Nevada corporation (the “ Company ”), entered into a common stock purchase agreement (the “ Purchase Agreement ”) and a registration rights agreement (the “ Registration Rights Agreement ”) with an institutional investor (the “ Investor ”), pursuant to which the Investor has committed to purchase up to $25,000,000 of shares of the Company’s common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/811222/000168316826004756/0001683168-26-004756-index.htm

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