OTHER INFORMATION.
−Removed: During the quarter ended June 30, 2024, no director or
−Removed: officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading
−Removed: arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: We received a letter from the SEC, dated July
−Removed: 10, 2024, which contained comments from the SEC relating to our Annual Report of Form 10-K for the fiscal year ended December 31, 2023,
−Removed: or the 2023 10-K.
−Removed: In response to such comments, we filed amendments to the 2023 10-K on July 24, 2024 and on August 8, 2024.
−Removed: date of this report, the SEC comments that remain pending, which we have addressed in the 2023 10-K amendment filed on August 8, 2024
−Removed: and in an accompanying letter to the SEC, for which we are awaiting the SEC’s response.
−Removed: Since we have not yet resolved all of the
−Removed: comments of the staff of the SEC, we may be required to further amend our 2023 Form 10-K and it is possible that we may be required to
−Removed: amend this report in order to incorporate any additional input we receive from the staff of the SEC.
−Removed: The SEC has requested that we provide additional
−Removed: discussions and disclosures, including those related to:
−Removed: accounts receivable and roll forward for allowance for credit losses balances;
−Removed: amounts and statistics for accounts receivable factored (sold) to third party(s);
−Removed: collection financial information;
−Removed: settlement amounts
−Removed: and statistics for amounts written off and charged to bad debt expense;
−Removed: and the accounting treatment of current assets based on our normal
−Removed: operating cycle.
Amended and Restated Articles of Incorporation Cardiff Lexington Corporation (incorporated by reference to Exhibit 3.1 to Amendment No.
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Common Stock Purchase Warrant issued by Cardiff Lexington Corporation to SILAC Insurance Company on May 21, 2021 (incorporated by reference to Exhibit 4.2 to the Annual Report on Form 10-K filed on June 6, 2023)
−Removed: Settlement Agreement and Release of Claims, dated June 11, 2024, between Cardiff Lexington Corporation and GHS Investments, LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on June 11, 2024)
−Removed: Fixed Amount Settlement Promissory Note issued by Cardiff Lexington Corporation to GHS Investments, LLC on June 11, 2024 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed on June 11, 2024)
−Removed: Securities Exchange Agreement, dated May 13, 2024, between Cardiff Lexington Corporation and Leonite Capital LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on May 14, 2024)
−Removed: Security and Pledge Agreement, dated May 13, 2024, among Cardiff Lexington Corporation, Nova Ortho and Spine, LLC, Edge View Properties, Inc.
−Removed: and Leonite Capital LLC (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed on May 14, 2024)
Certifications of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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duly authorized.
−Removed: August 14, 2024
+Added: November 6, 2024
CARDIFF LEXINGTON CORPORATION
8 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.