−Removed: MARKET FOR REGISTRANT’S
−Removed: COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
−Removed: Trading Information
−Removed: The Company’s common stock is traded in
−Removed: the over-the-counter market and is quoted on the OTC Bulletin Board under the symbol ‘‘MDWK.QB.’’ The trading
−Removed: market for the common stock has been extremely limited and sporadic.
−Removed: The following table sets forth for the respective
−Removed: periods indicated the prices of our common stock in this market as reported and summarized by the National Quotation Bureau.
−Removed: are based on inter-dealer bid and asked prices, without markup, markdown, commissions, or adjustments and may not represent actual transactions.
−Removed: During the fiscal years ended December 31, 2020 and 2019 and for the third month thru March 31, 2021, the company’s common stock
−Removed: had a trading history as follows
+Added: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
+Added: common stock is traded on the OTC PINK tier of the OTC Market Group, Inc.
+Added: (the “OTC PINK”) under the symbol “MDWK”.
+Added: The OTC Market is a network of security dealers who buy and sell stock.
+Added: The dealers are connected by a computer network that provides
+Added: information on current “bids” and “asks”, as well as volume information.
+Added: The trading market for the common stock
+Added: has been extremely limited and sporadic.
+Added: following table sets forth for the respective periods indicated the prices of our common stock in this market as reported and summarized
+Added: by the National Quotation Bureau.
+Added: Such prices are based on inter-dealer bid and asked prices, without markup, markdown, commissions,
+Added: or adjustments and may not represent actual transactions.
+Added: During the fiscal years ended December 31, 2022 and 2021 the company’s
+Added: common stock had a trading history as follows
Fiscal Year 2022
8 unchanged sentences
December 31, 2021
−Removed: Fiscal Year 2021
−Removed: March 31, 2021
−Removed: September 30, 2021
−Removed: December 31, 2021
−Removed: Last Reported Price
−Removed: On April 10, 2022 the last reported bid price
−Removed: of our shares of common stock reported on the Pink Sheets was $0.017 per share.
−Removed: Transfer Agent
−Removed: The Transfer Agent for shares of the Company’s
−Removed: securities is EQ by Equiniti, formerly known as Corporate Stock Transfer, located at, 3200 Cherry Creek Drive, Suite 430, Denver, Colorado
−Removed: The Company will serve as warrant agent for the warrants unless Company determines to appoint a commercial transfer agent for such
−Removed: Anti-Takeover Effect of Delaware Law, Certain
−Removed: By-Law Provisions
−Removed: Certain provisions of our by-laws are intended
−Removed: to strengthen our Board’s position in the event of a hostile takeover attempt.
−Removed: These by-law provisions have the following effects:
−Removed: they provide that only business brought before an annual meeting by our Board or by a stockholder who complies with the procedures set forth in the by-laws may be transacted at an annual meeting of stockholders;
−Removed: they provide for advance notice or certain stockholder actions, such as the nomination of directors and stockholder proposals.
−Removed: We are subject to the provisions of Section 203
−Removed: of the DGCL, an anti-takeover law.
−Removed: In general, Section 203 prohibits a publicly held Delaware corporation from engaging in a ‘‘business
−Removed: combination’’ with an ‘‘interested stockholder’’ for a period of three years after the date of the
−Removed: transaction in which the person became an interested stockholder, unless the business combination is approved in a prescribed manner.
−Removed: For purposes of Section 203, a ‘‘business combination’’ includes a merger, asset sale or other transaction resulting
−Removed: in a financial benefit to the interested stockholder, and an ‘‘interested stockholder’’ is a person who, together
−Removed: with affiliates and associates, owns, or within three years prior, did own, 15% or more of the voting stock.
−Removed: SELECTED FINANCIAL DATA
−Removed: Not applicable to a “smaller reporting company”
−Removed: as defined in Rule 12b-2 of the Exchange Act.
+Added: Reported Price
+Added: March 23, 2023 the last reported bid price of our shares of common stock reported on the OTC PINK was $0.033 per share.
+Added: of Common Stock
+Added: of March 10, 2023, there were approximately 137 record holders of our common stock.
+Added: The number of record holders does not include beneficial
+Added: owners of common stock whose shares are held in the names of banks, brokers, nominees or other fiduciaries.
+Added: have not declared or paid any dividends on our common stock since our inception.
+Added: We currently intend to reinvest all cash resources to
+Added: finance the development and growth of our business.
+Added: As a result, we do not intend to pay dividends on our common stock in the foreseeable
+Added: Any future determination to pay dividends will be at the discretion of our board of directors and will depend on the financial
+Added: condition, earnings, legal requirements, restrictions in its debt agreements and any other factors that our board of directors deems
+Added: In addition, as a holding company, our ability to pay dividends depends on our receipt of cash dividends from our operating
+Added: subsidiaries, which may further restrict our ability to pay dividends as a result of the laws of their respective jurisdictions of organization,
+Added: agreements of our subsidiaries or covenants under future indebtedness that we or our subsidiaries may incur.
+Added: Transfer Agent for shares of the Company’s securities is EQ by Equiniti, formerly known as Corporate Stock Transfer, located at,
+Added: 1110 Centre Pointe Curve, Suite 101 Mendota Heights, Minnesota 55120.
+Added: Sales of Securities
+Added: following information represents securities sold by us that has not been previously included in a Quarterly Report on Form 10-Q or a
+Added: Current Report of Form 8-K which were not registered under the Securities Act.
+Added: Included are new issues, securities issued in exchange
+Added: for property, services or other securities, securities issued upon conversion from our other share classes and new securities resulting
+Added: from the modification of outstanding securities.
+Added: We issued all of the securities listed below pursuant to the exemption from registration
+Added: provided by Section 4(a)(2) of the Securities Act ( the “Securities Act”), or Regulation D or Regulation S promulgated thereunder.
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.