Matthew T. Shafer - Jan 31, 2024 Form 4 Insider Report for Cardiff Lexington Corp (CDIX)

Role: Chief Financial Officer
Signature: /s/ Matthew T. Shafer
Stock symbol: CDIX
Transactions as of: Jan 31, 2024
Transactions value $: $0
Form type: 4
Date filed: 3/6/2024, 01:46 PM
Previous filing: Mar 6, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CDIX	Series I Preferred Stock	Other	$0	+5K		$0.00	5K	Jan 31, 2024	Common Stock			Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On January 31, 2024, the Reporting Person received 5,000 shares of Series I Preferred Stock as partial compensation for the Reporting Person's services as Chief Financial Officer of the Issuer. Each share of Series I Preferred Stock is convertible into such number of shares of Common Stock as is determined as follows: (i) if the closing market price of the Common Stock on the principal trading market on which the Common Stock is then traded or quoted is less than $4.00 per share, then each share of Series I Preferred Stock shall be convertible into a number of shares of Common Stock equal to two (2) times the stated value ($4.00 per share), divided by such closing market price on the date of conversion; or (ii) if such closing market price is equal to or greater than $4.00 per share, then each share of Series I Preferred Stock shall be convertible into two (2) shares of Common Stock. The Series I Preferred Stock has no expiration date.

Content

On January 31, 2024, the Reporting Person received 5,000 shares of Series I Preferred Stock as partial compensation for the Reporting Person's services as Chief Financial Officer of the Issuer. Each share of Series I Preferred Stock is convertible into such number of shares of Common Stock as is determined as follows: (i) if the closing market price of the Common Stock on the principal trading market on which the Common Stock is then traded or quoted is less than $4.00 per share, then each share of Series I Preferred Stock shall be convertible into a number of shares of Common Stock equal to two (2) times the stated value ($4.00 per share), divided by such closing market price on the date of conversion; or (ii) if such closing market price is equal to or greater than $4.00 per share, then each share of Series I Preferred Stock shall be convertible into two (2) shares of Common Stock. The Series I Preferred Stock has no expiration date.