Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 21, 2023

LONGDUODUO COMPANY LIMITED

(Exact name of registrant as specified in its charter)

Nevada

333-260951

37-2018431

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

419 Floor 4, Comprehensive Building

Second Light Hospital, Ordos Street

Yuquan District, Hohhot, Inner Mongolia, China

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: 86 (0472) 510-4980

Securities registered pursuant to Section 12(b) of the Act:

(Title of Each Class)		(Trading Symbol)		(Name of Each Exchange on Which Registered)
None

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR §240.12b-2 of this chapter).

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. ☐

Item 5.03 Amendment to Articles of Incorporation

On September 21, 2023 the Registrant filed with the Nevada Secretary of State a Certificate of Change Pursuant to NRS 78.209. The Certificate of Change provided that a 1-for-10 reverse split of the Registrant’s outstanding common stock will be effective at the close of business on September 26, 2023. The Certificate of Change did not change the number of authorized shares of Common Stock, which remains 500,000,000 shares. No fractional shares will be issued in connection with the reverse stock split; any fractional shares that result from the reverse split will be rounded up to the nearest whole share.

The trading symbol for the Common Stock will remain “LDDD.” The Common Stock was assigned a new CUSIP number (54303E209) to be effective following the reverse stock split.

Item 9.01 Financial Statements and Exhibits

Exhibits

3-a	Certificate of Change Pursuant to NRS 78.209 filed on September 21, 2023
104	Cover page interactive data file (embedded within the iXBRL document)

-1-

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.

Date: September 27, 2023

	LONGDUODUO COMPANY LIMITED

	By:	/s/ Zhou Hongxiao
		Zhou Hongxiao
		Chief Executive Officer

-2-

Exhibit 3(a)

Cover	Sep. 21, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Sep. 21, 2023
Current Fiscal Year End Date	--06-30
Entity File Number	333-260951
Entity Registrant Name	Longduoduo Co Ltd
Entity Central Index Key	0001892316
Entity Tax Identification Number	37-2018431
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	419 Floor 4, Comprehensive Building
Entity Address, Address Line Two	Second Light Hospital, Ordos Street
Entity Address, Address Line Three	Yuquan District, Hohhot
Entity Address, City or Town	Inner Mongolia
Entity Address, Country	CN
Entity Address, Postal Zip Code	0472
City Area Code	86
Local Phone Number	510-4980
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false