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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/10/24 QDM International Inc. 8-K:5,9 4/05/24 11:200K EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 28K 2: EX-3.1 Articles of Amendment to Articles of Incorporation HTML 11K of Qdm International, Inc 6: R1 Cover HTML 45K 8: XML IDEA XML File -- Filing Summary XML 12K 11: XML XBRL Instance -- ea0203509-8k_qdminter_htm XML 16K 7: EXCEL IDEA Workbook of Financial Report Info XLSX 8K 4: EX-101.LAB XBRL Labels -- qdmid-20240405_lab XML 96K 5: EX-101.PRE XBRL Presentations -- qdmid-20240405_pre XML 64K 3: EX-101.SCH XBRL Schema -- qdmid-20240405 XSD 12K 9: JSON XBRL Instance as JSON Data -- MetaLinks 25± 34K 10: ZIP XBRL Zipped Folder -- 0001213900-24-031878-xbrl Zip 18K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i April 5, 2024
(Exact name of registrant as specified in its charter)
i Florida | i 001-27251 | i 59-3564984 | ||
(State
or other Jurisdiction |
(Commission File Number) |
(IRS
Employer |
i Room 1030B, i 10/F, Ocean Centre, Harbour City,
i 5 Canton Road, Tsim Sha Tsui, i Kowloon, i Hong Kong
(Address and telephone number, including area code, of registrant’s principal executive offices)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act: None.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year
On March 28, 2024, QDM International Inc. (the “Company”) filed an Articles of Amendment to Articles of Incorporation of the Company (the “Amendment”) with the Florida Department of State to (i) increase its authorized shares of common stock, par value $0.0001 per share, from 200,000,000 shares to 700,000,000 shares and its authorized shares of preferred stock, par value $0.0001 per share, from 5,000,000 shares to 30,000,000 shares; and (ii) effect a forward split of its issued and outstanding shares of common stock at a ratio of 10-for-1 (the “Forward Stock Split”), which became effective as of April 5, 2024. The foregoing amendments were approved by the Company’s board of directors and shareholders holding approximately 60.9% of the voting power of the Company.
As a result of the Forward Stock Split, each issued and outstanding share of the Company’s common stock prior to the effective time of the Forward Stock Spilt are split into ten shares of common stock and the total number of issued and outstanding shares of common stock increases from 29,156,393 shares to 291,563,930 shares. The Forward Stock Split has no impact on the Company’s issued and outstanding shares of preferred stock other than that the conversion rate and voting rights of our Series C Convertible Preferred Stock will be proportionately adjusted.
On April 4, 2024, the Forward Stock Split was approved and announced by the Financial Industry Regulatory Authority with an effective date on April 5, 2024 at 9:00 a.m. The Company’s trading symbol will remain “QDMI”. The new CUSIP number for the Company’s common stock following the Forward Stock Split is 74738H304.
The description of the Amendment herein is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached to this Current Report on Form 8-k as Exhibit 3.1 and incorporated herein by reference.
1
Item 9.01 Financial Statement and Exhibits.
Exhibit No. | Description | |
3.1 | Articles of Amendment to Articles of Incorporation of QDM International, Inc. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 10, 2024
QDM INTERNATIONAL INC. | ||
By: | /s/ Huihe Zheng | |
Name: | Huihe Zheng | |
Title: | Chief Executive Officer |
3
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 4/10/24 | None on these Dates | ||
For Period end: | 4/5/24 | |||
4/4/24 | ||||
3/28/24 | ||||
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