Limitless X Holdings Inc. Files 8-K with Multiple Corporate Events

Ticker: LIMX · Form: 8-K · Filed: Jan 15, 2025 · CIK: 1803977

Sentiment: neutral

Topics: corporate-action, equity-sale, governance-change

TL;DR

Limitless X Holdings Inc. dropped an 8-K detailing major corporate shifts, including new deals, stock sales, and exec changes.

AI Summary

Limitless X Holdings Inc. filed an 8-K on January 15, 2025, reporting several material events as of January 9, 2025. These include entering into a material definitive agreement, unregistered sales of equity securities, and material modifications to security holder rights. The filing also notes the departure of directors or officers, election of directors, appointment of officers, and changes to compensatory arrangements. Additionally, amendments to articles of incorporation or bylaws, a change in fiscal year, and other events are reported, along with financial statements and exhibits.

Why It Matters

This 8-K filing indicates significant corporate actions and potential changes in the company's structure, governance, and financial arrangements, which could impact its future operations and shareholder value.

Risk Assessment

Risk Level: medium — The filing covers a broad range of significant corporate events, including material definitive agreements and unregistered sales of equity, which can introduce uncertainty and potential risks.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Limitless X Holdings Inc.?

The filing does not specify the details of the material definitive agreement, only that one was entered into as of January 9, 2025.

What were the circumstances surrounding the unregistered sales of equity securities?

The filing indicates unregistered sales of equity securities occurred, but provides no further details on the amount, price, or purchasers.

Were there any changes in the board of directors or executive officers?

Yes, the filing reports the departure of directors or certain officers, the election of directors, and the appointment of certain officers.

Did Limitless X Holdings Inc. amend its articles of incorporation or bylaws?

Yes, the filing states that amendments to articles of incorporation or bylaws were made, along with a change in the fiscal year.

What is the company's primary business as indicated by its SIC code?

The company's Standard Industrial Classification (SIC) code is 7990, which falls under SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION.

Filing Stats: 1,818 words · 7 min read · ~6 pages · Grade level 11.9 · Accepted 2025-01-15 11:21:27

Key Financial Figures

Filing Documents

03 by reference

Item 3.03 by reference. 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The information contained in the section titled Employee Settlements Agreements of Item 1.01 of this Current Report is incorporated by reference into this Item 5.02. Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information contained in Item 3.03 of this Current Report is incorporated by reference into this Item 5.03. Item 8.01 Other Information Effective as of January 13, 2025, the Board granted in the aggregate 1,945,000 shares of the Company's common stock to its directors in connection with their services as directors of the Company between May 20, 2022, through December 31, 2024 (the "Director Payments"). The number of shares issued to the directors was calculated using the Company's average stock price during the last year, which was $0.50 per share. The Director Payments consisted of: (a) 315,000 shares to Jaspreet Mathur for his accrued director fees of $157,500; (b) 315,000 shares to Bharat Raj Mathur for his accrued director fees of $157,500; (c) 315,000 shares to Amanda Saccomanno for her accrued director fees of $157,500; (d) 260,000 shares to Dan Fleyshman for his accrued director fees of $130,000; (e) 260,000 shares to Leon Anderson for accrued director fees of $130,000; (f) 240,000 shares to Michael Braun for accrued director fees of $120,000; and (g) 240,000 shares to Hassan Iddrissu for his accrued director fees of $120,000. No director received any compensation for his or her Board services prior to this date. Item 9.01 Financial Statements and Exhibits. (d) Exhibit 3.1 Amended and Restated Certificate of Designation of Class C Convertible Preferred Stock of Limitless X Holdings Inc. 10.1 Form of Settlement Agreement 10.2 Form of Vendor Debt Agreement 104 Cover Page Interactive Data File (formatted as

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Limitless X Holdings Inc. Date: January 15, 2025 By: /s/ Jaspreet Mathur Name: Jaspreet Mathur Title: Chief Executive Officer

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