Item 3.02. Unregistered Sales of Equity Securities On March 11, 2026, Cyber Enviro-Tech, Inc. (the “Company”) issued one (1) share of its Special 2025 Series A Preferred Stock (the “Preferred Stock”) to Kim D. Southworth, the Company’s Chief Executive Officer. The issuance was made in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. No cash consideration was paid to the Company in connection with the issuance.
Cyber Enviro-Tech, Inc. - 8-K
Accession
0001079973-26-0003193.025.015.039.01
Item 3.02 - Unregistered Sales of Equity Securities
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Item 5.01 - Changes in Control of Registrant
57 words
Item 5.01. Change in Control of Registrant As a result of the issuance of the Preferred Stock on March 11, 2026, Mr. Southworth holds voting power representing approximately 60% of the total voting power of the Company’s outstanding voting securities. Accordingly, the Company believes that a change in control of the Company occurred on March 11, 2026.
Item 5.03 - Amendments to Articles of Incorporation or Bylaws
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year On March 9, 2026, the Company filed a Certificate of Designation with the Secretary of State of Wyoming designating a new series of preferred stock entitled “Special 2025 Series A Preferred Stock” (the “Preferred Stock”), which became effective upon filing. The Preferred Stock consists of one (1) authorized share. The holder of the Preferred Stock is entitled to voting rights equal to 60% of the total voting power of all issued and outstanding voting securities of the Company, voting together as a single class with the Company’s common stock and any other voting securities. The Preferred Stock is not convertible into any other class or series of securities of the Company and has no economic rights, including no rights to dividends or distributions and no rights upon liquidation. The Preferred Stock is intended to provide voting control only. The Company previously had a share of preferred stock designated in 2020 that carried similar voting rights and was convertible into shares of common stock. That share was subsequently acquired by the Company and is currently held as treasury stock. The newly designated Preferred Stock eliminates the conversion and economic rights associated with the prior preferred stock. The foregoing description is qualified in its entirety by reference to the Certificate of Designation, which is filed as Exhibit 3.1 to this Current Report on Form 8-K.
Item 9.01 - Financial Statements and Exhibits
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Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 3.1 Certificate of Designation of Special 2025 Series A Preferred Stock of Cyber Enviro-Tech, Inc. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)