Amended Annual Report (10-k/a)
April 02 2021 - 4:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1
FORM 10-K/A
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) 4 OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31,
2020
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period
from _____ to _______
Commission File Number 000-49709
CARDIFF LEXINGTON CORP.
(Exact name of registrant as specified in
its charter)
Florida
|
84-1044583
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
401 East Las Olas Blvd., Suite 1400,
Ft. Lauderdale, FL 33301
(Address of principal executive offices)
(844) 628-2100
(Registrant's telephone no., including area
code)
Securities registered pursuant to Section
12(b) of the Act:
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
N/A
|
N/A
|
N/A
|
Securities registered pursuant to Section
12(g) of the Act:
Par Value $0.001 Common Stock
(Title of each class)
Indicate by check mark if registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No
☒.
Indicate by check mark if registrant is not required to file
reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes ☐ No
☒.
Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes ☒ No
☐
Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☒
No ☐
Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an
emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”,
“smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check
one)
|
Large accelerated filer ☐
|
Accelerated filer ☐
|
|
Non-accelerated filer ☒
|
Smaller reporting company ☒
|
|
Emerging growth company ☐
|
|
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant
has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared
or issued its annual report. ☐
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No
☒
State the aggregate market value of the
voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last
sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently
completed second fiscal quarter. $1,990,001.00
Common shares outstanding at March 30,
2021 is 109,944,821 with a par value of $0.001.
DOCUMENTS INCORPORATED BY REFERENCE
None.
EXPLANATORY NOTE
This Amendment No. 1 to
the Annual Report on Form 10-K is being filed solely to furnish the Interactive Data files as Exhibit 101, in accordance with
Rule 405 of Regulation S-T. No other changes have been made to the Form 10-K, as originally filed on March
31, 2021.
PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
Exhibit No.
|
Description
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Schema
|
101.CAL
|
XBRL Taxonomy Calculation Linkbase
|
101.DEF
|
XBRL Taxonomy Definition Linkbase
|
101.LAB
|
XBRL Taxonomy Label Linkbase
|
101.PRE
|
XBRL Taxonomy Presentation Linkbase
|
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities
on this 2nd day of April, 2021.
|
CARDIFF LEXINGTON CORP
|
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|
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/s/ Alex Cunningham
|
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Alex Cunningham
|
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Chief Executive Officer
|
|
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Pursuant to the requirements of the Securities
Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities
and on the dates indicated.
Signature
|
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Title
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Date
|
|
|
|
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/s/ Daniel Thompson
|
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Chairman of the Board of Directors
|
|
April 2, 2021
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Daniel Thompson
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/s/ Alex Cunningham
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Chief Executive Officer
|
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April 2, 2021
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Alex Cunningham
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(Principal Executive Officer)
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/s/ Patrick Lambert
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Chief Financial Officer
|
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April 2, 2021
|
Patrick Lambert
|
|
(Principal Financial Officer)
|
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|
|
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(Principal Accounting Officer)
|
|
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