Focus Universal Inc. Files 8-K with Corporate Changes
Ticker: FCUV · Form: 8-K · Filed: Jan 29, 2025 · CIK: 1590418
Sentiment: neutral
Topics: corporate-governance, filing-update, legal-amendment
TL;DR
FOCUS filing 8-K: Corporate changes and rights modifications reported. Stay tuned.
AI Summary
Focus Universal Inc. filed an 8-K on January 29, 2025, reporting material modifications to security holder rights and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits, indicating potential corporate restructuring or changes affecting its shareholders.
Why It Matters
This 8-K filing signals significant corporate actions by Focus Universal Inc., which could impact the rights of its security holders and the company's governance structure.
Risk Assessment
Risk Level: medium — Filings related to material modifications of security holder rights and amendments to governing documents can introduce uncertainty and potential risks for investors.
Key Numbers
- 001-40770 — SEC File Number (Identifies the company's filing history with the SEC.)
- 46-3355876 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- FOCUS UNIVERSAL INC. (company) — Registrant
- Nevada (jurisdiction) — State of Incorporation
- 2311 East Locust Street Ontario, California 91761 (address) — Principal Executive Offices
- January 29, 2025 (date) — Date of Report
FAQ
What specific material modifications were made to the rights of security holders?
The filing indicates material modifications to the rights of security holders but does not detail the specific nature of these modifications within the provided text.
What amendments were made to the Articles of Incorporation or Bylaws?
The filing states that amendments to the Articles of Incorporation or Bylaws were made, but the specific details of these amendments are not provided in this excerpt.
What is the significance of filing financial statements and exhibits with this 8-K?
Filing financial statements and exhibits alongside these corporate changes suggests that the modifications may have financial implications or require supporting documentation.
When was the earliest event reported in this filing?
The earliest event reported in this filing occurred on January 29, 2025.
What is the principal executive office address for Focus Universal Inc.?
The principal executive office address for Focus Universal Inc. is 2311 East Locust Street, Ontario, California 91761.
Filing Stats: 1,164 words · 5 min read · ~4 pages · Grade level 10.9 · Accepted 2025-01-29 09:30:09
Key Financial Figures
- $0.001 — nge on which registered Common stock, $0.001 par value per share FCUV The Nasdaq S
Filing Documents
- focus_8k.htm (8-K) — 36KB
- focus_ex0301.htm (EX-3.1) — 4KB
- focus_ex9901.htm (EX-99.1) — 8KB
- image_003.jpg (GRAPHIC) — 215KB
- image_001.jpg (GRAPHIC) — 13KB
- 0001683168-25-000575.txt ( ) — 538KB
- fcuv-20250129.xsd (EX-101.SCH) — 3KB
- fcuv-20250129_lab.xml (EX-101.LAB) — 33KB
- fcuv-20250129_pre.xml (EX-101.PRE) — 22KB
- focus_8k_htm.xml (XML) — 4KB
03
Item 3.03 Material Modification to Rights of Security Holders. The Board of Directors of Focus Universal Inc., a Nevada corporation (the "Company") approved a reverse stock split of the Company's authorized stock, and issued and outstanding shares of common stock, par value $0.001 per share (the "Common Stock") at a ratio 10 for 1 (the "Reverse Split"). On January 29, 2025, the Company issued a press release announcing the Reverse Split. Effects of the Reverse Split Effective Date; Symbol; CUSIP Number . The Reverse Split will be effective at 12:01 a.m. Eastern Standard Time on January 31, 2025, and will be reflected with the Nasdaq Capital Market ("Nasdaq") and in the marketplace at the open of business on January 31, 2025 (the "Effective Date"), whereupon the common shares will begin trading on a split-adjusted basis. In connection with the Reverse Split, the Company's common shares will continue to trade on Nasdaq under the symbol "FCUV" but will trade under a new CUSIP Number, 34417J 203. Split Adjustment; No Fractional Shares . On the Effective Date, the total number of the Company's common shares held by each shareholder were converted automatically into the number of whole common shares equal to the number of issued and outstanding common shares held by such shareholder immediately prior to the Reverse Split, divided by ten (10). No fractional shares will be issued, and no cash or other consideration will be paid. Instead, the Company will issue one additional whole share of the post-Reverse Split to any shareholder who otherwise would have received a fractional share as a result of the Reverse Split. by the Company filing the Certificate of Change pursuant to Nevada Revised Statutes ("NRS") Section 78.209 (the "Certificate") with the Secretary of State of the State of Nevada on January 28, 2025. The Certificate is not effective until the Effective Date. Under Nevada law, no amendment to the Company's Arti
03
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information set forth in Item 3.03 is hereby incorporated by reference into this Item 5.03.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Change Pursuant to Nevada Revised Statutes Section 78.209, as filed by Focus Universal Inc. with the Secretary of State of the State of Nevada on January 28, 2025. 99.1 Press Release by Focus Universal Inc. dated January 29, 2025. 104 Cover Page Interactive Data File, formatting Inline Extensible Business Reporting Language (iXBRL). 3 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: January 29, 2025 FOCUS UNIVERSAL, INC. By: /s/ Desheng Wang Name: Desheng Wang Title: Chief Executive Officer 4