ITEM 3.03 | MATERIAL MODIFICATION OF RIGHTS OF SECURITY HOLDERS. |
On September 15, 2023, Data443 Risk Mitigation, Inc. (the "Company") was advised by the Nevada Secretary of State that it had accepted the Company's filing of a Certificate of Change Pursuant to NRS 78.209, with a filing and effective date of September 14, 2023 (the "Certificate"). The Certificate effected a reverse stock split of its issued common stock in the ratio of 1-for-600 (the "Reverse Stock Split"). The action was approved by the Company's Board of Directors and by a majority of the Company's stockholders on September 7, 2023. The preferred stock of the Company was not changed.
Reason for the Reverse Stock Split
The Reverse Stock Split was effected to enable the Company to expeditiously meet the minimum price per share requirement for listing on The Nasdaq Capital Market, to which the Company has submitted an application to list its common stock and warrants.
Effective Date; Symbol; CUSIP Number
On September 19, 2023, the Financial Industry Regulatory Authority ("FINRA") notified us that the Reverse Stock Split would become effective at the open of business on September 20, 2023 (the "Effective Date"), at which time the shares of the Company's common stock began trading on a Reverse Stock Split-adjusted basis. As of the Effective Date, the new CUSIP Number for the Company's common stock is 23804G401. In accordance with FINRA requirements, the Company's stock symbol was temporarily changed to "ATDSD" on September 20, 2023, and will revert back to "ATDS" 20 businesss days thereafter.
Split Adjustment
On the Effective Date, the total number of shares of the Company's common stock held by each stockholder was automatically converted into the number of whole shares of common stock equal to the number of issued and outstanding shares of common stock held by such stockholder immediately prior to the Reverse Stock Split, divided by 600.
No Fractional Shares
No fractional shares were issued, and no cash or other consideration was paid. Instead, the Company issued one whole share of the post-Reverse Stock Split common stock to any stockholder who otherwise would have received a fractional share as a result of the Reverse Stock Split.
Non-Certificated Shares; Certificated Shares
Stockholders who hold their shares in electronic form at brokerage firms do not have to take any action, as the effect of the Reverse Stock Split will automatically be reflected in their brokerage accounts.
Stockholders who hold paper certificates may (but are not required to) send the certificates to the Company's transfer agent at the address given below. The transfer agent will issue a new share certificate reflecting the terms of the Reverse Stock Split to each requesting stockholder.
MADISON STOCK TRANSFER INC.
2500 Coney Island Ave, Sub Level
Brooklyn, New York 11223
Tel: 718-627-4453
Fax: 718-627-6341
info@madisonstocktransfer.com
Please contact Madison Stock Transfer Inc. for further information, related costs, and procedures before sending any certificates.
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Data443 Risk Mitigation Inc. published this content on 20 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 September 2023 20:08:05 UTC.