Lendway Inc. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events, Financial Statements and Exhibits
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Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On January 28, 2026, Lendway, Inc., a Delaware corporation (the “Company”), changed its name to Bloomia Holdings, Inc. by filing an amendment to its Certificate of Incorporation (the “Name Change Amendment”) with the Secretary of State of the State of Delaware (the “Name Change”). The Name Change and the Name Change Amendment became effective on January 28, 2026.
The Board of Directors of the Company (the “Board”) approved the Name Change and the Name Change Amendment pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”). Pursuant to Section 242 of the DGCL, Company stockholder approval was not required to complete the Name Change or to approve or effect the Name Change Amendment. The Name Change does not affect the rights of the Company’s stockholders. In connection with the Name Change, the Company updated its Bylaws to reflect the Name Change (the “Updated Bylaws”). The Updated Bylaws effect no other changes to the Company’s Bylaws.
As a result of the Name Change, effective February 2, 2026, the Company’s common stock, par value $0.01 per share, will cease trading on the Nasdaq Capital Market under the name Lendway, Inc. and under the ticker symbol “LDWY” and will begin trading on the Nasdaq Capital Market under the name Bloomia Holdings, Inc. and under new ticker symbol “TULP”. The CUSIP of the Common Stock will not change in connection with the Name Change or the ticker symbol change.
Copies of the Name Change Amendment and the Updated Bylaws are attached as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 8.01 Other Events.
On January 30, 2026, the Company issued a press release to publicly announce the Name Change. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information in this Item 8.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Form 8-K in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | | Description | | ||
3.1 | Certificate of Amendment to the Certificate of Incorporation. | ||||
3.2 | |||||
99.1 | |||||
104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded in the inline XBRL document) | ||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.
LENDWAY, INC. | ||
Dated: January 30, 2026 | By | /s/ Elizabeth E. McShane |
Elizabeth E. McShane | ||
Chief Financial Officer | ||
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