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Corporate Universe Inc. – ‘8-K’ for 9/28/22

On:  Friday, 9/30/22, at 4:04pm ET   ·   For:  9/28/22   ·   Accession #:  1654954-22-13145   ·   File #:  0-56271

Previous ‘8-K’:  ‘8-K’ on 3/28/22 for 3/17/22   ·   Next:  ‘8-K’ on / for 2/14/23   ·   Latest:  ‘8-K’ on 11/1/23 for 10/26/23   ·   1 Reference:  By:  Corporate Universe Inc. – ‘10-K’ on 4/17/23 for 12/31/22

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/30/22  Corporate Universe Inc.           8-K:5,9     9/28/22   15:192K                                   Blueprint/FA

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     29K 
 2: EX-3.1      Articles of Incorporation/Organization or Bylaws    HTML     14K 
 3: EX-3.2      Articles of Incorporation/Organization or Bylaws    HTML     14K 
 4: EX-3.3      Articles of Incorporation/Organization or Bylaws    HTML     14K 
10: R1          Cover                                               HTML     46K 
13: XML         IDEA XML File -- Filing Summary                      XML     13K 
11: XML         XBRL Instance -- couv_8k_htm                         XML     15K 
12: EXCEL       IDEA Workbook of Financial Reports                  XLSX      8K 
 7: EX-101.CAL  XBRL Calculations -- couv-20220928_cal               XML      8K 
 9: EX-101.DEF  XBRL Definitions -- couv-20220928_def                XML     11K 
 6: EX-101.LAB  XBRL Labels -- couv-20220928_lab                     XML     44K 
 8: EX-101.PRE  XBRL Presentations -- couv-20220928_pre              XML     30K 
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14: JSON        XBRL Instance as JSON Data -- MetaLinks               11±    17K 
15: ZIP         XBRL Zipped Folder -- 0001654954-22-013145-xbrl      Zip     24K 


‘8-K’   —   Current Report


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 iX:   C: 
 i 0001450307 i false i --12-3100014503072022-09-282022-09-28iso4217:USDxbrli:sharesiso4217:USDxbrli:shares

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM  i 8-K

 

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 September 28, 2022

 

 i Corporate Universe, Inc.

(Exact name of registrant as specified in its charter)

 

 i Delaware

 i 000-54277

 i 85-2005645

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 i 2093 Philadelphia Pike #8334

 i Claymont,  i DE

 

 i 33431

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: ( i 302)  i 273-1150

 N/A

(Former name or former address, if changed since last report)

 

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 (see General Instruction A.2. below):

 

 i 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 i 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 i 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 i 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Rule 12(g) of the Act: N/A

 

 Title of each class

 

Trading Symbol(s)

 

Name of exchange on which registered

 i Common Stock, par value $0.0001 per share

 

 i COUV

 

OTC Markets

 

Securities registered pursuant to Rule 12(b) of the Act: N/A

 

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).

 

Emerging growth company  i 

 

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 Amendments to Articles of Incorporation or Bylaws

 

On September 28, 2022, Corporate Universe, Inc. (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment of Certificate of Designation of the Rights, Preferences, Privileges and Restrictions of the Series E Convertible Preferred Stock (the “Series E Certificate of Amendment”), to (i) include an adjustment provision upon a stock split or reverse stock split; (ii) include a revised voting provision whereby the amount of votes each holder of Series E Preferred Stock is entitled to vote on matters brought before our Common stockholders equals votes equal to the amount of shares into which their shares of Series E Preferred Stock are convertible and (iii) include a new protective provision under Section 8 of Series E Certificate of Amendment to provide Series E Preferred stockholder with a class vote approving any reverse stock split of our Common Stock. A copy of the Series E Certificate of Amendment is attached hereto as Exhibit 3.1 and incorporated herein by reference.

 

On September 28, 2022, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment of Certificate of Designation of the Rights, Preferences, Privileges and Restrictions of the Series F Convertible Preferred Stock (the “Series F Certificate of Amendment”), to (i) include an adjustment provision upon a stock split or reverse stock split; (ii) include a revised voting provision whereby the amount of votes each holder of Series F Preferred Stock is entitled to vote on matters brought before our Common stockholders equals votes equal to the amount of shares into which their shares of Series F Preferred Stock are convertible and (iii) include a new protective provision under Section 8 of the Series F Certificate of Amendment to provide Series F Preferred stockholder with a class vote approving any reverse stock split of our Common Stock. A copy of the Series F Certificate of Amendment is attached hereto as Exhibit 3.1 and incorporated herein by reference.

 

On September 28, 2022, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment of Certificate of Designation of the Rights, Preferences, Privileges and Restrictions of the Series G Convertible Preferred Stock (the “Series G Certificate of Amendment”), to (i) include an adjustment provision upon a stock split or reverse stock split; (ii) include a revised voting provision whereby the amount of votes each holder of Series G Preferred Stock is entitled to vote on matters brought before our Common stockholders equals votes equal to the amount of shares into which their shares of Series G Preferred Stock are convertible and (iii) include a new protective provision under Section 8 of the Series G Certificate of Amendment to provide Series G Preferred stockholders with a class vote approving any reverse stock split of our Common Stock. A copy of the Series G Certificate of Amendment is attached hereto as Exhibit 3.1 and incorporated herein by reference.

 

The foregoing description of each of the Series E Certificate of Amendment, the Series F Certificate of Amendment and the Series G Certificate of Amendment are summaries only and are qualified in its entirety by reference to the provisions of the Series E Certificate of Amendment, the Series F Certificate of Amendment and the Series G Certificate of Amendment filed as Exhibits 3.1, 3.2 and 3.3, respectively to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

 

Description

3.1

 

Certificate of Amendment to Certificate of Designation of Series E Convertible Preferred Stock

3.2

 

Certificate of Amendment to Certificate of Designation of Series F Convertible Preferred Stock

3.3

 

Certificate of Amendment to Certificate of Designation of Series G Convertible Preferred Stock

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 
2

 

  

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.

 

 

CORPORATE UNIVERSE, INC.

 

 

 

 

 

Date: September 30, 2022

By:

/s/ Jack Brooks

 

 

 

Jack Brooks

 

 

 

President

 

 

 
3

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:9/30/22None on these Dates
For Period end:9/28/22
 List all Filings 


1 Subsequent Filing that References this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/17/23  Corporate Universe Inc.           10-K       12/31/22   68:24M                                    Blueprint/FA
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