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

 4/04/24  Cell MedX Corp.                   8-K:3,5,9   4/01/24   12:757K                                   Empire Stock Transf… Inc

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Cell Medx Corp. - Form 8-K SEC Filing               HTML     24K 
 2: EX-3.1      Certificate of Amendment                            HTML      7K 
 7: R1          Document and Entity Information                     HTML     42K 
 9: XML         IDEA XML File -- Filing Summary                      XML     12K 
12: XML         XBRL Instance -- cmxc-20240401_htm                   XML     13K 
 8: EXCEL       IDEA Workbook of Financial Report Info              XLSX      8K 
 3: EX-101.DEF  XBRL Definitions -- cmxc-20240401_def                XML      9K 
 4: EX-101.LAB  XBRL Labels -- cmxc-20240401_lab                     XML     42K 
 5: EX-101.PRE  XBRL Presentations -- cmxc-20240401_pre              XML     28K 
 6: EX-101.SCH  XBRL Schema -- cmxc-20240401                         XSD     11K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               10±    17K 
11: ZIP         XBRL Zipped Folder -- 0001393905-24-000114-xbrl      Zip     13K 

 i 0001493712  i --05-31  i false 0001493712 2024-04-01 2024-04-01

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 April 1, 2024

 

 i CELL MEDX CORP.

(Exact name of registrant as specified in its charter)

 

i NV	i 000-54500	i 38-3939625
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
i 820 - 1130 Pender Street, West  i Vancouver,  i British Columbia		i V6E 4A4
(Address of principal executive offices)		(Zip Code)
Registrant’s telephone number, including area code:		( i 844)  i 238-2692

 

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:

 

 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)) 

 

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).   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.  ☐

 

 

---

1

---

 

ITEM 3.02DEPARTURE OF DIRECRTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. 

 

Election of Directors

 

As disclosed in Cell MedX Corp.’s (the “Company”) definitive Schedule 14C information statement (the “Information Statement”), filed with the Securities and Exchange Commission on or about March 6, 2024, stockholders of the Company holding 66.0% of the outstanding shares of the Company’s common stock executed written consents to elect the following persons as directors of the Company, which election became effective on or about April 1, 2024:

 

David Jeffs

Dr. George Adams

Joao (John) Da Costa

Amir Vahabzadeh

 

The information required by Item 404(a) of Regulation SK was included in the Information Statement and is incorporated by reference herein.

 

ITEM 5.03AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR. 

 

Amendments to Articles of Incorporation

 

On April 1, 2024, Cell MedX Corp. (the “Company”), amended its articles of incorporation to increase the authorized capital of the Company from 300,000,000 shares of common stock, par value $0.001 (the “Common Stock”) to 7,500,000,000 shares of Common Stock (the “Increase in Authorized Capital”).

 

The Increase in Authorized Capital was approved by written consent of stockholders holding an aggregate of 194,627,681 shares of Common Stock, being equal to 66.0% of the number of shares of Common Stock outstanding on the record date for determining stockholders entitled to vote on the Increase in Authorized Capital.

 

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS. 

 

(d)  Exhibits

 

The following exhibits are provided with this Current Report:

 

Exhibit Number	Description of Exhibit
3.1	Certificate of Amendment - Increase in Authorized Capital to 7,500,000,000 shares of common stock, par value $0.001.
99.1	Definitive Schedule 14C Information Statement dated March 6, 2024(1)

 

(1)Filed with the Securities and Exchange Commission on March 6, 2024. 

 

 

 

---

2

---

 

SIGNATURE

 

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.

 

	CELL MEDX CORP.
Date:  April 4, 2024
	By: /s/ David Jeffs
	David Jeffs,
	Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

---

3

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

 3/06/24  Cell MedX Corp.                   DEF 14C     2/07/24    1:230K                                   Empire Stock Transf… Inc