Laredo Oil, Inc. filed a Form 8-K on November 9, 2026, reporting that stockholders approved by written consent on October 29, 2026, an amendment to increase the company's authorized shares of common stock from 120,000,000 to 350,000,000.

Key Highlights

  • Authorized shares increased: The amendment raises authorized common stock from 120,000,000 shares to 350,000,000 shares.
  • Majority consent obtained: Holders of 44,164,419 shares, representing approximately 51.4% of outstanding shares, delivered written consents approving the amendment.
  • Shares outstanding: As of October 15, 2026, the company reported 85,945,558 shares of common stock outstanding.
  • No opposing votes: No shares were voted against the amendment, and no shares abstained.
  • Board approval preceded stockholder action: The Board of Directors approved the amendment on October 28, 2026, one day before the stockholder written consent on October 29, 2026.
  • Certificate filed: The Certificate of Amendment was filed with the Secretary of State of the State of Delaware on November 4, 2026.

Laredo Oil Stockholders Approve Certificate of Incorporation Amendment by Written Consent

According to the filing, Laredo Oil, Inc. disclosed that on October 29, 2026, stockholders holding a majority of the company's outstanding common stock acted by written consent in lieu of a special meeting, as permitted under Section 228 of the Delaware General Corporation Law and Article I, Section 8 of the company's Bylaws. The action approved an amendment to the company's Certificate of Incorporation to increase authorized shares of common stock, par value $0.0001 per share, from 120,000,000 to 350,000,000 shares.

The filing states that written consents were delivered by holders of 44,164,419 shares of common stock, representing approximately 51.4% of the 85,945,558 shares outstanding as of October 15, 2026, described as "the most recent date for which the Company has publicly reported its outstanding shares." The holders of the remaining 41,781,139 shares, representing approximately 48.6% of outstanding shares, did not participate in the written consent process. The filing notes that no shares were voted against the amendment and no shares abstained.

The company's Board of Directors had separately approved the amendment on October 28, 2026, the day before the stockholder written consent was executed. The Certificate of Amendment was subsequently filed with the Delaware Secretary of State on November 4, 2026. The filing further notes that, in accordance with Section 228(e) of the Delaware General Corporation Law, the company will provide prompt notice of the action to stockholders who did not execute the written consent. The Form 8-K was signed by Bradley E. Sparks, Chief Financial Officer and Treasurer, and dated November 6, 2026. The company's securities registered under Section 12(b) are listed as "None" in the filing.

What Was Disclosed

Laredo Oil, Inc. reported stockholder approval by written consent of an amendment to its Certificate of Incorporation, increasing authorized common stock from 120,000,000 to 350,000,000 shares, with the Certificate of Amendment filed in Delaware on November 4, 2026.