Welcome to our dedicated page for Cardiff Lexingto SEC filings (Ticker: CDIX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Cardiff Lexington Corporation filings document the public-company record for a Nevada healthcare services holding company whose operating platform is Nova Ortho and Spine. Securities Act registration statements and amendments cover a proposed common-stock offering, financial statements for the orthopedic, spine and pain-management clinic business, and related capital-structure disclosures.
Current reports on Form 8-K record material events including changes to the rights of Series N Senior Convertible Preferred Stock and board-level governance changes. The filings also identify the company's OTC-traded common stock context and disclose security-holder rights, offering documents and corporate actions tied to its healthcare-services strategy.
Cardiff Lexington Corp reported new equity awards to director Catherine B. Pennington. On September 26, 2025 she received two restricted stock grants totaling 10,000 shares of common stock under the 2024 Equity Incentive Plan at no cash cost. One 5,000-share grant vested in full immediately, while the other 5,000 shares vest with 1,250 shares on the grant date and the remaining shares vesting quarterly over three quarters starting October 1, 2025, subject to her continuous service.
Following these stock awards, she beneficially owns 20,000 common shares. On December 11, 2025 she was also granted a stock option covering 50,000 common shares at an exercise price of $1.729 per share, expiring December 11, 2035. This option vests in four quarterly installments beginning January 1, 2026, conditioned on continued service.
Cardiff Lexington Corp director Gillard B. Johnson, III reported new equity awards. On September 26, 2025, he received two restricted stock grants of 5,000 common shares each under the issuer's 2024 Equity Incentive Plan. One 5,000-share award vested in full on the grant date, while the second grant vests with 1,250 shares immediately and the remaining shares in equal quarterly installments over three quarters starting October 1, 2025, subject to his continuous service.
Following these grants, he beneficially owns 20,000 common shares directly. On December 11, 2025, he was also granted a stock option for 50,000 common shares at an exercise price of $ 1.729 per share, vesting quarterly over four quarters beginning January 1, 2026 and expiring on December 11, 2035, also conditioned on continued service.
Cardiff Lexington Corp insider Alex Cunningham, the chief executive officer, director and 10% owner, reported several equity transactions involving preferred and common stock.
On April 9, 2025 he entered a cancellation and exchange agreement, surrendering 195,750 shares of Series I Preferred Stock for cancellation in exchange for 150,000 shares of Series B Preferred Stock, 3 shares of Series C Preferred Stock and 27,000 shares of Series E Preferred Stock.
On April 24, 2025 all shares of Series B, Series C and Series E Preferred Stock, including those he held, were automatically converted into 1,050,000, 270,000 and 154,000 shares of common stock at a price of $0. On September 8, 2025 he transferred 2,496,834 common shares to the Alexander Hunt Cunningham, Sr. Revocable Trust, where he serves as trustee, and on November 19, 2025 all remaining Series I Preferred Stock, including his holdings, automatically converted into 10,073,092 common shares.
Cardiff Lexington Corporation is seeking to raise capital through a new primary common stock offering and an uplisting of its shares from the OTCQB to the Nasdaq Capital Market. The company plans to use net proceeds mainly to repay certain debt and for working capital and general corporate purposes, while granting underwriters a 45‑day option to buy up to 15% additional shares and issuing representative warrants equal to 5% of shares sold.
Cardiff Lexington operates Nova Ortho and Spine clinics in Florida and Georgia and owns a non‑core Idaho real estate asset. All current revenue comes from the healthcare business, which generated $8,763,314 in revenue for the nine months ended September 30, 2025, up from $5,149,416 a year earlier, but the company recorded net losses of $2,821,471 over that period and $3,302,999 in 2024 after a $3,028,394 net income in 2023.
As of September 30, 2025, cash was $232,033, total current liabilities were $22,380,748 and stockholders’ equity showed a deficit of $364,430. The independent auditor has issued a going concern explanatory paragraph, the accumulated deficit reached $76,533,799, and management discloses material weaknesses in internal controls alongside an acquisition‑driven strategy that depends on additional external financing.
Cardiff Lexington Corporation has obtained written consent from majority stockholders to authorize its board of directors to implement a reverse stock split of the company’s common stock at a ratio between 1-for-2 and 1-for-6 any time before March 31, 2026. The board may choose the exact ratio, delay effectiveness, or abandon the action without further stockholder approval.
As of the November 14, 2025 record date, the company had 19,954,708 shares of common stock outstanding, plus series A, I and L preferred stock, with the majority group controlling about 83.51% of total voting power. Illustratively, a 1-for-6 split would reduce common shares outstanding from 19,954,708 to about 3,325,785, with fractional shares rounded up to the nearest whole share.
The company expects the reverse split to increase the per-share trading price and potentially broaden marketability, but acknowledges there is no assurance of a proportional or sustained price increase and notes possible reduced liquidity and more odd-lot holdings. The split is structured to be tax-free to U.S. holders as a recapitalization, stockholders have no appraisal rights, and percentage ownership is expected to remain generally unchanged aside from rounding.
Cardiff Lexington (CDIX) reported Q3 2025 results. Revenue rose to $3,058,740 from $1,355,641 a year ago, lifting gross profit to $1,909,579. Operating income reached $643,279, but higher interest expense of $1,765,528 drove a net loss of $1,144,299. For the nine months, revenue was $8,763,314 with a net loss of $2,821,471.
The balance sheet shows cash of $232,033, accounts receivable of $20,699,999, and line of credit borrowings of $14,727,190 as of September 30, 2025. The company continues to record healthcare receivables and revenue at a settlement realization rate of 42%. Accumulated deficit was $76,533,799 and management disclosed substantial doubt about continuing as a going concern absent additional capital.
The company restated 2024 cash flows to reclassify $1,953,667 of non‑cash interest to operating activities, with no change to total cash flows. Common shares outstanding were 19,904,708 as of September 30, 2025; 19,954,708 were outstanding as of November 10, 2025.