UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 8, 2022 Vision Hydrogen Corproation (the “Company”) will effect a two-for-one (2:1) forward stock split (the “Forward Split”) of the Company’s common stock, $0.001 par value per share, and simultaneous increase in the authorized number of shares of common stock of the Company from 100,000,000 shares to 200,000,000 shares (the “Authorized Capital Change”). Also on November 8, 2022 the Company will change its name to Vision Energy Corporation from Vision Hydrogen Corporation pursuant to a merger with its wholly owned subsidiary (the “Name Change” and, together with the Forward Split and Authorized Capital Change, the “Corporate Actions”). Pursuant to Nevada law, shareholder approval was not required for the Corporate Actions.
Effective as of the opening of market trading on November 8, 2022, the Company’s common stock will trade under the symbol VIHDD for 20 business days to designate the Forward Split, after which, the ticker symbol will change to a new symbol which has not yet been determined. The new CUSIP number for the Company’s common stock following the Corporate Actions is 92837Y200.
The foregoing description of the Corporate Actions does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement and Plan of Merger, Articles of Merger and Certificate of Change, copies of which are filed as Exhibit 2.1, 3.1 and 3.2, respectively, hereto and are incorporated by reference herein.
Item 8.01 Other Events.
On November 7, 2022, the Company issued a press release announcing the Corporate Actions.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 2.1 | Agreement and Plan of Merger dated November 1, 2022 | |
| 3.1 | Articles of Merger filed November 1, 2022 | |
| 3.2 | Certificate of Change relating to Forward Stock Split and Authorized Capital Change filed November 1, 2022 | |
| 99.1 | Press release issued November 7, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| VISION HYDROGEN CORPORATION | ||
| Date: November 7, 2022 | By: | /s/ Matthew Hidalgo |
| Matthew Hidalgo | ||
| Chief Financial Officer | ||