ITEM 3.03 MATERIAL MODIFICATIONS TO RIGHTS OF SECURITIES HOLDERS.
The information contained in Item 5.03 of this Current Report on Form 8-K is
incorporated herein by reference.
ITEM 5.03. AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
YEAR
On January 26, 2023, Future FinTech Group Inc. (the "Company") filed with the
Florida Secretary of State's office Articles of Amendment (the "Amendment") to
amend its Second Amended and Restated Articles of Incorporation, as amended
("Articles of Incorporation"). As a result of the Amendment, the Company has
authorized and approved a 1-for-5 reverse stock split of the Company's
authorized shares of common stock from 300,000,000 shares to 60,000,000 shares,
accompanied by a corresponding decrease in the Company's issued and outstanding
shares of common stock (the "Reverse Stock Split"). The common stock will
continue to be $0.001 par value. The Company will round up to the next full
share of the Company's shares of common stock any fractional shares that result
from the Reverse Stock Split and no fractional shares will be issued in
connection with the Reverse Stock Split and no cash or other consideration will
be paid in connection with any fractional shares that would otherwise have
resulted from the Reverse Stock Split. No changes are being made to the number
of preferred shares of the Company which remain as 10,000,000 preferred shares
as authorized but not issued. The amendment to the Articles of Incorporation of
the Company will take effect at 1:00am Eastern Time on February 1, 2023.
The Reverse Stock Split and Amendment were authorized and approved by the Board
of Directors of the Company without shareholders' approval, pursuant to
607.10025 of the Florida Business Corporation Act of the State of Florida.
The Company's shares of common stock will begin to trade on the NASDAQ Stock
Market on the post-Reverse Stock Split basis under the symbol "FTFT" on February
1, 2023. The new CUSIP number for the Company's shares of common stock
post-Reverse Stock Split is 36117V204.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are filed with this report.
Exhibits
Number Description
3.1 Articles of Amendment to the Second Amended and Restated Articles of
Incorporation of Future FinTech Group Inc., dated January 26, 2023.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
1
© Edgar Online, source Glimpses