Laredo Oil raises authorized common shares to 350M

The certificate amendment was filed on November 4, 2026, after holders of 44,164,419 shares consented.

Available on EDGAR 11/09/2026 - 06:03 AM EST Accepted by SEC EDGAR 11/06/2026 - 09:58 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Laredo Oil, Inc. stockholders approved an amendment increasing authorized common stock from 120,000,000 to 350,000,000 shares through written consent on October 29, 2026. The board had approved the amendment on October 28, 2026, and the certificate amendment was filed with Delaware on November 4, 2026.

Holders of 44,164,419 shares, approximately 51.4% of the 85,945,558 common shares outstanding as of October 15, 2026, consented. No shares were voted against or abstained; holders of 41,781,139 shares, approximately 48.6%, did not participate. The company said it will provide prompt notice to stockholders who did not execute the consent.

Filing Explained

The amendment changes authorized share capacity, not shares outstanding: it permits future issuance but does not itself alter existing holders’ ownership percentages, which would change only if additional shares were issued.

8-K Event Classification

2 items: 5.07, 9.01

2 items

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Authorized common shares before amendment: 120,000,000 shares Authorized common shares after amendment: 350,000,000 shares Shares consenting: 44,164,419 shares +3 more

6 metrics

Authorized common shares before amendment 120,000,000 shares Before the amendment approved October 29, 2026

Authorized common shares after amendment 350,000,000 shares Amendment approved October 29, 2026

Shares consenting 44,164,419 shares Written consent on October 29, 2026

Common shares outstanding 85,945,558 shares As of October 15, 2026

Shares represented by written consents Approximately 51.4% Of common shares outstanding as of October 15, 2026

Shares not participating 41,781,139 shares Approximately 48.6% of outstanding common shares

Key Terms

written consent, authorized shares, par value

3 terms

written consent regulatory

"acted by a written consent in lieu of a special meeting"

A written consent is a formal, signed document in which shareholders or directors approve a corporate action without holding a live meeting, similar to signing a petition instead of gathering in person. It matters to investors because it can speed decisions, create a clear legal record of approval, and affect control or governance outcomes — for example enabling changes that would otherwise require a vote at a meeting.

authorized shares regulatory

"increase the number of authorized shares of Common Stock"

Authorized shares are the maximum number of shares a company is allowed to issue according to its official plan. Think of it as a company’s set limit on how many pieces of its ownership it can distribute to investors. This number helps investors understand the potential for future growth or change in the company's ownership structure.

par value financial

"Common Stock, $0.0001 par value per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many common shares did LRDC authorize after the amendment?

LRDC's amendment authorized 350,000,000 shares of common stock, up from 120,000,000 shares. Stockholders approved the amendment by written consent on October 29, 2026, and the certificate amendment was filed on November 4, 2026.

How many shares consented to LRDC's authorized-share amendment?

Holders of 44,164,419 shares consented, representing approximately 51.4% of the 85,945,558 common shares outstanding as of October 15, 2026. Holders of 41,781,139 shares, approximately 48.6%, did not participate.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

false 0001442492 0001442492 2026-10-29 2026-10-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 29, 2026

Laredo Oil, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	333-153168	26-2435874
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2021 Guadalupe Street, Ste. 260, Austin, Texas 78705

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (512) 337-1199

Not Applicable 

(Former Name or Former Address, if Changed Since Last Report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of exchange on which registered
None	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 1

Item 5.07. Submission of Matters to a Vote of Security Holders.

On October 29, 2026, stockholders of Laredo Oil, Inc. (the “Company”) holding a majority of the outstanding shares of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), acted by a written consent in lieu of a special meeting of stockholders, as permitted by Section 228 of the Delaware General Corporation Law and Article I, Section 8 of the Company’s Bylaws, to approve an amendment to the Company’s Certificate of Incorporation to increase the number of authorized shares of Common Stock from 120,000,000 shares to 350,000,000 shares (the “Amendment”). The Amendment was previously approved by the Company’s Board of Directors on October 28, 2026.

Written consents approving the Amendment were delivered by the holders of 44,164,419 shares of Common Stock, representing approximately 51.4% of the 85,945,558 shares of Common Stock outstanding as of October 15, 2026, the most recent date for which the Company has publicly reported its outstanding shares. No shares were voted against the Amendment, and no shares abstained. The holders of the remaining 41,781,139 shares of Common Stock, representing approximately 48.6% of the outstanding shares of Common Stock, did not participate in the written consent. In accordance with Section 228(e) of the Delaware General Corporation Law, the Company will provide prompt notice of the action taken by written consent to stockholders who did not execute the written consent.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
3.1	Certificate of Amendment to Certificate of Incorporation of Laredo Oil, Inc., filed with the Secretary of State of the State of Delaware on November 4, 2026.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 6, 2026	LAREDO OIL, INC.
	By:	/s/ Bradley E. Sparks
		Bradley E. Sparks Chief Financial Officer and Treasurer

 3

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-3.1 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF LAREDO OIL, INC. 7.9 KB
• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB