UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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ITEM 3.02DEPARTURE OF DIRECRTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
Election of Directors
As disclosed in Cell MedX Corp.’s (the “Company”) definitive Schedule 14C information statement (the “Information Statement”), filed with the Securities and Exchange Commission on or about March 6, 2024, stockholders of the Company holding 66.0% of the outstanding shares of the Company’s common stock executed written consents to elect the following persons as directors of the Company, which election became effective on or about April 1, 2024:
David Jeffs
Dr. George Adams
Joao (John) Da Costa
Amir Vahabzadeh
The information required by Item 404(a) of Regulation SK was included in the Information Statement and is incorporated by reference herein.
ITEM 5.03AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.
Amendments to Articles of Incorporation
On April 1, 2024, Cell MedX Corp. (the “Company”), amended its articles of incorporation to increase the authorized capital of the Company from 300,000,000 shares of common stock, par value $0.001 (the “Common Stock”) to 7,500,000,000 shares of Common Stock (the “Increase in Authorized Capital”).
The Increase in Authorized Capital was approved by written consent of stockholders holding an aggregate of 194,627,681 shares of Common Stock, being equal to 66.0% of the number of shares of Common Stock outstanding on the record date for determining stockholders entitled to vote on the Increase in Authorized Capital.
ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
The following exhibits are provided with this Current Report:
Exhibit Number | Description of Exhibit |
Certificate of Amendment - Increase in Authorized Capital to 7,500,000,000 shares of common stock, par value $0.001. | |
Definitive Schedule 14C Information Statement dated March 6, 2024(1) |
(1)Filed with the Securities and Exchange Commission on March 6, 2024.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CELL MEDX CORP. |
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Date: April 4, 2024 |
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| By: /s/ David Jeffs |
| David Jeffs, |
| Chief Executive Officer |
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