Business Context and Reporting Period
This Form 8-K was filed by GAXOS.AI INC. (formerly The NFT Gaming Company, Inc.) on January 5, 2024, with the report signed on January 10, 2024. The company is incorporated in Delaware, trades on The Nasdaq Stock Market LLC under the symbol NFTG, and is classified as an emerging growth company.
Financial Metrics
This filing is a current report regarding corporate governance changes and does not contain financial statements. Consequently, the filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
- Corporate Name Change: Effective January 5, 2024, the company filed a Second Amendment to its Certificate of Incorporation to change its name from "The NFT Gaming Company, Inc." to "GAXOS.AI INC."
- Bylaw Amendment: Effective January 10, 2024, the Board of Directors approved an amendment to the Bylaws lowering the quorum requirement for shareholder meetings. The requirement was reduced from a majority (50% + 1) of voting power to one-third (33.3%) of voting power of stock issued and outstanding.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. The document is strictly limited to reporting the amendments to the Certificate of Incorporation and Bylaws.
Key Facts for Investor Verification
- Verify the effective date of the name change to GAXOS.AI INC. (January 5, 2024).
- Confirm the new quorum threshold for shareholder meetings is now one-third of voting power.
- Note that this filing does not include financial performance data; investors should refer to recent 10-K or 10-Q filings for financial metrics.
- Review the attached exhibits (3.1 and 3.2) for the full legal text of the amendments.