VADP / Vado Corp. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

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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): April 22, 2025

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): April 22, 2025 Vado Corp. (Exact name of registrant as specified in its charter) Nevada 000-56616 30-0968244 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I

CUSIP NUMBER 91875K 106

SEC FILE NUMBER 000-56616 CUSIP NUMBER 91875K 106 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): November 27, 2024 Vado Corp. (Exact name of registrant as specified in its charter) Nevada 000-56616 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-56616 Vado Corp. (Exact name

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): September 27, 2024 Vado Corp. (Exact name of registrant as specified in its charter) Nevada 000-56616 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-56616 Vado Corp. (Exact name of re

Amendment to Decathlon Loan Agreement

Exhibit 10.1 SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Second Amendment (this “Amendment”) to that certain Amended and Restated Loan and Security Agreement, dated December 13, 2019 (as amended, the “Agreement”), as amended by the First Amendment, dated July 13, 2022, is entered into by and among Socialcom Inc., a Delaware corporation (the “Company”), Decathlon Alpha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name of

Description of Securities

Exhibit 4.2 DESCRIPTION OF SECURITIES Capital Stock Our authorized capital stock consists of 490,000,000 shares of common stock, par value $0.001 per share, and 10,000,000 shares of “blank check” preferred stock, par value $0.001 per share. The following description summarizes the material terms of our securities. Because it is only a summary, it may not contain all the information that is importa

List of subsidiaries

EXHIBIT 21 Vado Corp. Subsidiary Socialcom Inc - California corporation

Insider Trading Policy

Exhibit 19.1 MEMORANDUM TO: All Insiders FROM: Jason Wulfsohn, Chief Executive Officer DATE: April , 2024 RE: Insider Trading Policy We believe that the best way to protect Vado Corp. (the “Company”) and its executive officers, directors and employees from potential liability from the insider trading under the federal securities laws is to adopt and implement and enforce a clear policy that define

Code of Ethics

Exhibit 14.1 Vado Corp. Code of Ethics Introduction This Code of Ethics (the “Code”) of Vado Corp. (together with its subsidiaries, collectively, “Vado” or the “Company”) covers a wide spectrum of business practices and procedures. They do not cover every issue that may arise, but they set out some basic principles to guide all directors, officers, employees and certain selected consultants of Vad

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ☐ Transition report pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 COMMISSION FILE NUMBER: 000-56616 VADO CORP. (Exact Name of Registrant as Specified in Its Ch

CUSIP NUMBER 91875K 106

SEC FILE NUMBER 000-56616 CUSIP NUMBER 91875K 106 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

VADP / Vado Corp / Benaron Reeve - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Vado Corp. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 91875K 106 (CUSIP Number) Reeve Benaron 13468 Beach Ave, Marina del Rey, CA 90292 (310) 289-4477 (Name, Address and Telephone Number of Person Authorized t

VADP / Vado Corp / Wulfsohn Jason - SCHEDULE 13D Activist Investment

SC 13D 1 wulfsohnj20231206sc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Vado Corp. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 91875K 106 (CUSIP Number) Jason Wulfsohn 13468 Beach Ave, Marina del Rey, CA 90292 (310) 289-4477 (Name, A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 VADO CORP. (Exact name of registrant as specifi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 30-0968244 (State or Other Jurisdiction (I.R.S. Employer of Incorporation) Identification No.) 13468 Beach Ave. Marina Del R

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): November 15, 2023 Vado Corp. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpora

Offering Circular Dated November 21, 2023 Vado Corp. (Exact name of issuer as specified in its charter) (State or other jurisdiction of incorporation or organization) 13468 Beach Ave, Marina del Rey, CA 90292 (Address, including zip code, and telepho

Filed pursuant to Rule 253(g)(2) File No. 024-12227 OFFERING CIRCULAR DATED November 21, 2023 Offering Circular Dated November 21, 2023 Vado Corp. (Exact name of issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 13468 Beach Ave, Marina del Rey, CA 90292 (310)289-4477 (Address, including zip code, and telephone number, including area code of i

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation in this Offering Statement on Form 1-A of our report dated April 5, 2023 of Socialcom, Inc. relating to our audit of the financial statements, as of December 31, 2022 and 2021, and for the periods then ended, and the reference to our firm under the caption “Experts” in the Offering Statemen

PART II — INFORMATION REQUIRED IN OFFERING CIRCULAR

PART II — INFORMATION REQUIRED IN OFFERING CIRCULAR An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission.

Financing and Security Agreement, as amended*

Exhibit 6.9 FINANCING AND SECURITY AGREEMENT INTRODUCTION This Financing and Security Agreement (“Agreement”) is made and entered into on June 13, 2019 by and between SOCIALCOM INC. (“Borrower”), and Fast Pay Partners LLC, a Delaware limited liability company (“Lender”). Borrower has agreed to sell and Lender has agreed to purchase Accounts for which Lender will make Advances of the Purchase Price

GUARANTY SECURITY AGREEMENT

Exhibit 6.11 GUARANTY SECURITY AGREEMENT THIS GUARANTY SECURITY AGREEMENT (this “Agreement”) is dated as of September 18, 2023, by and between VADO CORP., a Nevada corporation (“Guarantor”), and SLR DIGITAL FINANCE LLC, a Delaware limited liability company (“Secured Party”). Pursuant to a certain Financing and Security Agreement dated as of even date herewith (as amended, modified, supplemented, s

CORPORATE GUARANTY

Exhibit 6.10 CORPORATE GUARANTY THIS CORPORATE GUARANTY (this "Guaranty"), dated as of September 18, 2023 is made by VADO CORP, a Nevada corporation ("Guarantor"), with an office at 4001 South 700 East, Suite 500, Salt Lake City, Utah 84107 in favor of SLR DIGITAL FINANCE LLC ("Lender"), with an office at 15260 Ventura Boulevard, Suite 700, Sherman Oaks, California 91403. WHEREAS, Lender has agree

SUBSCRIPTION AGREEMENT ____________, 202__

Exhibit 4.1 SUBSCRIPTION AGREEMENT , 202 Vado Corp. 13468 Beach Ave. Marina Del Rey, CA 90292 Attention: Jason Wulfsohn Dear Mr. Wulfsohn: By signing this Agreement, the undersigned investor (the “Investor”) agrees to purchase shares of common stock of Vado Corp. (the “Company”) in the offering pursuant to the Offering Circular dated , 20 (the “Offering Circular”) on the terms and conditions conta

ESCROW AGREEMENT

Exhibit 8.1 ESCROW AGREEMENT This Escrow Agreement (this “Agreement”), effective as of the effective date set forth on the signature page hereto (“Effective Date”), is entered into by the following: (i) the issuer set forth on the signature page hereto (“Issuer”); and (ii) the broker-dealer for Issuer’s offering set forth on the signature page hereto (“Manager”); and (iii) North Capital Private Se

Vado Corp. 13468 Beach Ave. Marina Del Rey, CA 90292 November 16, 2023

Vado Corp. 13468 Beach Ave. Marina Del Rey, CA 90292 November 16, 2023 VIA EDGAR: Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, NE Washington, DC 20549 Re: Vado Corp. Offering Statement on Form 1-A File No. 024-12227 Ladies and Gentlemen: Vado Corp. respectfully requests that the above-referenced Offering Statement on Form 1-A, as amended, be

STOCK PLEDGE AGREEMENT

Exhibit 6.12 STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT, dated as of September 18, 2023, is executed and delivered by VADO CORP. (“Pledgor”), in favor of SLR DIGITAL FINANCE LLC (“Secured Party”). W I T N E S S E T H : WHEREAS, Pledgor is the record and beneficial owner of the shares of capital stock described in Exhibit A hereto (the “Pledged Securities”) issued by each corporation named

Corporate Guaranty

Exhibit 10.4 CORPORATE GUARANTY THIS CORPORATE GUARANTY (this "Guaranty"), dated as of September 18, 2023 is made by VADO CORP, a Nevada corporation ("Guarantor"), with an office at 4001 South 700 East, Suite 500, Salt Lake City, Utah 84107 in favor of SLR DIGITAL FINANCE LLC ("Lender"), with an office at 15260 Ventura Boulevard, Suite 700, Sherman Oaks, California 91403. WHEREAS, Lender has agree

Form of Stock Pledge Agreement

Exhibit 10.6 STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT, dated as of September 18, 2023, is executed and delivered by VADO CORP. (“Pledgor”), in favor of SLR DIGITAL FINANCE LLC (“Secured Party”). W I T N E S S E T H : WHEREAS, Pledgor is the record and beneficial owner of the shares of capital stock described in Exhibit A hereto (the “Pledged Securities”) issued by each corporation named

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name

Guaranty Security Agreement*

Exhibit 10.5 GUARANTY SECURITY AGREEMENT THIS GUARANTY SECURITY AGREEMENT (this “Agreement”) is dated as of September 18, 2023, by and between VADO CORP., a Nevada corporation (“Guarantor”), and SLR DIGITAL FINANCE LLC, a Delaware limited liability company (“Secured Party”). Pursuant to a certain Financing and Security Agreement dated as of even date herewith (as amended, modified, supplemented, s

Financing and Security Agreement, as amended*

Exhibit 10.3 FINANCING AND SECURITY AGREEMENT INTRODUCTION This Financing and Security Agreement (“Agreement”) is made and entered into on June 13, 2019 by and between SOCIALCOM INC. (“Borrower”), and Fast Pay Partners LLC, a Delaware limited liability company (“Lender”). Borrower has agreed to sell and Lender has agreed to purchase Accounts for which Lender will make Advances of the Purchase Pric

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name of r

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 333-222593 CUSIP NUMBER 91875K106 (Check one): ☐Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2023 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition R

PART II — INFORMATION REQUIRED IN OFFERING CIRCULAR

PART II — INFORMATION REQUIRED IN OFFERING CIRCULAR An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission.

Nason, Yeager, Gerson, Harris & Fumero, P.A. 3001 PGA Blvd., Suite 305 Palm Beach Gardens, FL 33410 July 25, 2023

Exhibit 12.1 Nason, Yeager, Gerson, Harris & Fumero, P.A. 3001 PGA Blvd., Suite 305 Palm Beach Gardens, FL 33410 July 25, 2023 Vado Corp. 13468 Beach Ave. Marina Del Rey, CA 90292 Attention: Mr. Jason Wulfsohn, CEO Dear Mr. Wulfsohn: You have requested our opinion with respect to certain matters in connection with the offer and sale (the “Offering”) by Vado Corp., a Nevada corporation (the “Compan

SUBSCRIPTION AGREEMENT ____________, 202__

Exhibit 4.1 SUBSCRIPTION AGREEMENT , 202 Vado Corp. 13468 Beach Ave. Marina Del Rey, CA 90292 Attention: Jason Wulfsohn Dear Mr. Wulfsohn: By signing this Agreement, the undersigned investor (the “Investor”) agrees to purchase shares of common stock of Vado Corp. (the “Company”) in the offering pursuant to the Offering Circular dated , 20 (the “Offering Circular”) on the terms and conditions conta

Vado Corp.

Exhibit 6.5 Vado Corp. Ryan Carhart Re: Chief Financial Officer Greetings, Ryan: This letter supersedes and replaces that certain offer letter issued to you by Social.com, Inc. dated May 2, 2019, and documents your employment by Vado Corp. (“VADO” or the “Company”) in connection with the acquisition of Socialcom, Inc. by Vado effective February 24, 2023. Your skills, expertise, and approach are exac

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation in this Offering Statement on Form 1-A of our report dated April 5, 2023 of Socialcom, Inc. relating to our audit of the financial statements, as of December 31, 2022 and 2021, and for the periods then ended, and the reference to our firm under the caption “Experts” in the Offering Statemen

Form of Indemnification Agreement+

Exhibit 6.7 INDEMNIFICATION AGREEMENT This Indemnification Agreement (the “Agreement”) is entered into as of April , 2023 by and between Vado Corp., a Nevada corporation (the “Company”), and (the “Indemnitee”) and replaces any and all Indemnification Agreements previously entered into between the parties. WHEREAS, competent and experienced persons are becoming increasingly reluctant to serve publi

Form of Convertible Promissory Note

Exhibit 3.1 NEITHER THE ISSUANCE NOR THE SALE OF THE SECURITIES REPRESENTED BY THIS INSTRUMENT NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGIS

Management Services Agreement with Kahala19, LLC

Exhibit 6.6 MANAGEMENT AGREEMENT THIS MANAGEMENT AGREEMENT (“Agreement”), made and entered into effective as of January 1, 2022 by and between SOCIALCOM, INC., a California corporation (“Company”) and Kahala19, LLC (“Management Consultant”), a substantial shareholder in Company and represented through its Manager REEVE BENARON. As authorized by Management Consultant, Reeve Benaron (“Executive”) se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name of

Letter from M&K

EX-16.2 3 ex511531.htm EXHIBIT 16.2 Exhibit 16.2 May 2, 2023 Securities and Exchange Commission 100 F Street, N.W. Washington, DC 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of VADO Corp.’s Current Report on Form 8-K dated April 27, 2023 and are in agreement with the statements relating only to M&K CPAS, PLLC contained therein. We have no basis to agree or disagree with other statements co

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): April 27, 2023 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporatio

Letter from RBSM, LLP

EX-16.1 2 ex511530.htm EXHIBIT 16.1 Exhibit 16.1 RBSM LLP NEW YORK, NEW YORK May 1, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Vado Corp. (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Current Report on Form 8-K o

INDEMNIFICATION AGREEMENT

Exhibit 6.8 INDEMNIFICATION AGREEMENT This Indemnification Agreement (the “Agreement”) is entered into as of April , 2023 by and between Vado Corp., a Nevada corporation (the “Company”), and (the “Indemnitee”) and replaces any and all Indemnification Agreements previously entered into between the parties. WHEREAS, competent and experienced persons are becoming increasingly reluctant to serve publi

PART II — INFORMATION REQUIRED IN OFFERING CIRCULAR

PART II — INFORMATION REQUIRED IN OFFERING CIRCULAR An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission.

Nason, Yeager, Gerson, Harris & Fumero, P.A. 3001 PGA Blvd., Suite 305 Palm Beach Gardens, FL 33410 April 19, 2023

Exhibit 12.1 Nason, Yeager, Gerson, Harris & Fumero, P.A. 3001 PGA Blvd., Suite 305 Palm Beach Gardens, FL 33410 April 19, 2023 Vado Corp. 13468 Beach Ave. Marina Del Rey, CA 90292 Attention: Mr. Jason Wulfsohn, CEO Dear Mr. Wulfsohn: You have requested our opinion with respect to certain matters in connection with the offer and sale (the “Offering”) by Vado Corp., a Nevada corporation (the “Compa

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): February 24, 2023 VADO CORP. (Exa

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): February 24, 2023 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpora

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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): February 24, 2023 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact name of regis

Form of Amended and Restated Share Exchange Agreement*

Exhibit 10.1 AMENDED AND RESTATED SHARE EXCHANGE AGREEMENT This AMENDED AND RESTATED SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into effective as of the 30th day of January 2023 by and among Vado Corp., a Nevada corporation (“VADO”), Socialcom, Inc, d/b/a AudienceX, a California corporation (“AX”), the shareholders of AX listed on Schedule 1.01(a) hereto who are executing this Agreemen

Vado Corp. 2023 Equity Incentive Plan

Exhibit 10.4 VADO CORP. 2023 EQUITY INCENTIVE PLAN 1. Scope of Plan; Definitions. (a) This 2023 Equity Incentive Plan (the “Plan”) is intended to advance the interests of Vado Corp. (the “Company”) and its Related Corporations by enhancing the ability of the Company to attract and retain qualified employees, consultants, Officers and directors, by creating incentives and rewards for their contribu

Form of Amended and Restated Investor Rights Agreement*

Exhibit 10.3 VADO CORP. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is effective as of January 30, 2023, by and between Vado Corp., a Nevada corporation (the “Company”), and , a Utah limited liability company (the “Holder”) (individually a “Party” and collectively the “Parties”). This Agreement amends and restates in its ent

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): January 30, 2023 VADO CORP. (Exac

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): January 30, 2023 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporat

Form of Amended and Restated Stock Purchase Agreement*

Exhibit 10.2 AMENDED AND RESTATED STOCK PURCHASE AGREEMENT THIS AMENDED AND RESTATED STOCK PURCHASE AGREEMENT (this “Agreement”), is effective as of January 30, 2023, is by and between and (“Purchaser”), and Vado Corp., a Nevada corporation (“Company”) (individually a “Party” and collectively the “Parties”). This Agreement amends and restates in its entirety the original Stock Purchase Agreement o

Certificate of Amendment to Certificate of Designation of Series A Convertible Preferred Stock

Exhibit 4.1 VADO CORP. CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATIONS OF RIGHTS, PREFERENCES AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK Pursuant to Section 78.1955 of the Nevada Revised Statutes (the “NRS”) and the Articles of Incorporation, as amended (the “Articles”) of Vado Corp. (the “Corporation”), the Certificate of Designation of the Rights, Preferences and Limitat

Certificate of Designation of Series A Convertible Preferred Stock

EX-4.1 2 ex451333.htm EXHIBIT 4.1 Exhibit 4.1 CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK The undersigned, David Lelong, the Chief Executive Officer of Vado Corp. (the “Corporation”), a corporation organized and existing under Chapter 78 of the Nevada Revised Statutes (the “Nevada Corporations Law”), in accordance with the provisions of

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): November 22, 2022 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorpora

Form of Stock Purchase Agreement

EX-10.1 3 ex451334.htm EXHIBIT 10.1 Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the “Agreement”) entered into this day of November, 2022, by and among Vado Corp., a Nevada corporation (the “Company”) and the Purchaser identified on the signature page hereto (the “Purchaser”). The Purchaser and the Company may sometimes be referred to herein collectively as the “Parties”. W

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name of re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2022 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact name of regis

Termination Agreement between the Company and Accelerated Online Inc. dated June 1, 2021

Exhibit 10.3 The consulting agreement between Accelerated Online, Inc. and Vado Corp. is terminated effective June 1, 2021, and any compensation owed to Accelerated Online, Inc. can be paid in cash or stock. No further interest shall accrue on the amount owed to Accelerated Online, Inc. Accelerated Online, Inc. By: /s/ David Lelong David Lelong, CEO Vado Corp. By: /s/ David Lelong David Lelong, CE

Certificate of Amendment to Articles of Incorporation

Exhibit 3.1(d) BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov Profit Corporation: Certificate of Amendment (PURSUANT TO NRS 78.380 & 78.385/78.390) Certificate to Accompany Restated Articles or Amended and Restated Articles (PURSUANT TO NRS 78.403) Officer's Statement (PURSUANT TO NRS 80.030) TYPE OR PRINT - USE D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2021 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 Vado Corp. (Exact name of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 TradeFan, Inc. (Exact name o

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): June 1, 2021 TradeFan, Inc. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporat

Letter from AJ Robbins CPA, LLC, dated June 3, 2021

EX-16.1 2 ex254905.htm EXHIBIT 16.1 Exhibit 16.1 AJ Robbins CPA, LLC Certified Public Accountants June 3, 2021 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street Northeast Washington, DC 20549-2000 RE: TradeFan, Inc. Dear Sir or Madam: We have read Item 4.01 of Form 8-K dated June 1, 2021, of TradeFan, Inc. (formerly Vado Corp.) (“the Registrant”) and are in agreem

Quarterly Report - FORM 10-Q

10-Q 1 vado2021022810q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE N

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K 1 vado202104018k.htm FORM 8-K 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): March 15, 2021 TradeFan, Inc. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commi

Certificate of Amendment to Articles of Incorporation

Exhibit 3.1 BARBARA K. CEGAVSKE Secretary of State KIMBERLEY PERONDI Deputy Secretary for Commercial Recordings STATE OF NEVADA OFFICE OF THE SECRETARY OF STATE Commercial Recordings Division 202 N. Carson Street Carson City, NV 89701 Telephone (775) 684-5708 Fax (775) 684-7138 North Las Vegas City Hall 2250 Las Vegas Blvd North, Suite 400 North Las Vegas, NV 89030 Telephone (702) 486-2880 Fax (70

Amended Consulting Agreement between the Company and Accelerated Online Inc. dated January 4, 2021

EX-10.2 2 ex223454.htm EXHIBIT 10.2 Exhibit 10.2 This Agreement for Professional Services (the “Agreement”), effective January 4, 2021, is by and between Vado Corp., located at 81 Prospect Street Brooklyn, NY 11201 (hereinafter “Vado Corp.” or “Client ”), and Accelerated Online Inc, located at 70 Washington St., Suite 6K Brooklyn, NY 11201 (hereinafter “Accelerated Online” or “Company”). I. Scope

Annual Report - FORM 10-K

10-K 1 vado2020113010k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-2

Quarterly Report - FORM 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q /A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

8-K 1 vado202011198k.htm FORM 8-K 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): November 16, 2020 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commis

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact name of

Consulting Agreement between the Company and Accelerated Online Inc. dated June 1, 2020

Exhibit 10.1 This Agreement for Professional Services (the “Agreement”), effective June 1, 2020, is by and between Vado Corp., located at 81 Prospect Street Brooklyn, NY 11201 (hereinafter “Vado Corp.” or “Client ”), and Accelerated Online Inc, located at 70 Washington St., Suite 6K Brooklyn, NY 11201 (hereinafter “Accelerated Online” or “Company”). I. Scope of Work: Accelerated Online will provid

Certificate of Amendment to Articles of Incorporation

Exhibit 3.1(b) BARBARA K. CEGAVSKE Secretary of State KIMBERLEY PERONDI Deputy Secretary for Commercial Recordings STATE OF NEVADA OFFICE OF THE SECRETARY OF STATE Commercial Recordings Division 202 N. Carson Street Carson City, NV 89701 Telephone (775) 684-5708 Fax (775) 684-7138 North Las Vegas City Hall 2250 Las Vegas Blvd North, Suite 400 North Las Vegas, NV 89030 Telephone (702) 486-2880 Fax

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact name of re

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

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): June 26, 2020 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation

Certificate of Designations of Series A Convertible Preferred Stock

Exhibit 4.1 CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK The undersigned, David Lelong, the Chief Executive Officer of Vado Corp. (the “Corporation”), a corporation organized and existing under Chapter 78 of the Nevada Revised Statutes (the “Nevada Corporations Law”), in accordance with the provisions of Section 78.195 of the Nevada Corp

Form of Securities Purchase Agreement*

Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the “Agreement”) entered into this day of June, 2020, by and among Vado Corp., a Nevada corporation (the “Company”) and the Purchaser identified on the signature page hereto (the “Purchaser”). The Purchaser and the Company may sometimes be referred to herein collectively as the “Parties”. WHEREAS, the Company is authorized to iss

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): May 22, 2020 VADO CORP. (Exact name of registrant as specified in its charter) Nevada 333-222593 30-0968244 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation)

Amended and Restated Bylaws

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF VADO CORP. ARTICLE I CORPORATE OFFICES 1.1. REGISTERED AGENT AND OFFICE. The registered agent of the Corporation (the “Corporation”) shall be as set forth in the Corporation's articles of incorporation, as may be amended and/or restated from time to time (the “Articles of Incorporation”) and the registered office of the Corporation shall be the street off

Certificate of Designations of Series A Convertible Preferred Stock

Exhibit 4.1 THE SHARES UNDERLYING THIS CONVERTIBLE NOTE AND THE CONVERTIBLE NOTE HAVE NOT BEEN REGISTERED UNDER THE FEDERAL OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR HYPOTHECATED IN ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH LAWS AS MAY BE APPLICABLE OR, AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY, THAT AN EXEMPTION FROM SUCH APPLICABLE LAWS EXIST. CONV

VADP / Vado Corp 10-Q - Quarterly Report - 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 29, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact n

VADP / Vado Corp 10-K - Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended NOVEMBER 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact name of r

VADP / Vado Corp 10-Q - Quarterly Report - 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact nam

VADP / Vado Corp 10-Q - Quarterly Report - 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact name o

VADP / Vado Corp (Quarterly Report)

Form 10-Q February 28, 2019 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 33

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended NOVEMBER 30, 2018 [ ] TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended NOVEMBER 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact name of r

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-222593 VADO CORP. (Exact nam

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K x Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: August, 2018 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the Transi

VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900

VADO CORP. Dlh? 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900 August 1, 2018 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Mr. Ruairi Regan Vado Corp. Registration Statement on Form S-1 (File No. 333-222593) Dear Mr. Ruairi Regan: Pursuant to Rule 461(a) of the Securities Act of 1933, as amended, Vado Corp. (the ?Company?) hereby requests that t

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 23 , 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 AMENDMENT # 4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of r

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 23 , 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 AMENDMENT # 4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 7389 (Primary Standard Industrial Classification Code Num

SERVICES AGREEMENT

Exhibit 10.3 SERVICES AGREEMENT THIS SERVICE AGREEMENT (the ?Agreement?) is made on May 15, 2018 BETWEEN NEBOZ?ZEK S.R.O. (the ?Customer?) - AND ? VADO CORP. (the ?Service Provider?). RECITALS The Customer wishes to be provided with the Services (defined below) by the Service Provider and the Service Provider agrees to provide the Services to the Customer on the terms and conditions of this Agreem

VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900

VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900 July 23, 2018 Mr. Ruairi Regan, United States Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Vado Corp. Amendment No.3 to Registration Statement on Form S-1 Filed May 22, 2018 File No. 333-222593 Dear Mr. Ruairi Regan: Vado Corp. (the “Company”) herewith files with the Securities and Exchang

Lease Agreement

Lease agreement Exhibit 10.2 Lease Agreement This Lease Agreement is being entered into between Oleh Cheremnych (“Lessor”) and Vado Corp. (“Lessee”) effective as of May 14, 2018. Lessor hereby agrees to lease to Lessee, under the terms of this Lease Agreement, the property described herein, under the terms and conditions below. LEASED Property: Approximately 25 of rentable square meters at the fol

EQUIPMENT SALES AND PURCHASE AGREEMENT

Sales agreement Exhibit 10.1 EQUIPMENT SALES AND PURCHASE AGREEMENT This Agreement is entered into by and between Anita B s.r.o. (company registration number 25584448, address: Prumyslová 2453/7, 680 01 Boskovice, Czechia), hereinafter “Seller” and Vado Corp. (EIN: 30-0968244, address: Dlhá 816/9, Nitra, Slovakia 94901), hereinafter “Buyer” for the purposes herein stated. The undersigned do hereby

VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900

Responses VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900 May 22, 2018 Mr. Ruairi Regan, United States Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Vado Corp. Amendment No.2 to Registration Statement on Form S-1 Filed April 23, 2018 File No. 333-222593 Dear Mr. Ruairi Regan: Vado Corp. (the “Company”) herewith files with the Securities

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 22 , 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 AMENDMENT # 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of re

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 22 , 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 AMENDMENT # 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 7389 (Primary Standard Industrial Classification Code Numb

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 23 , 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 AMENDMENT # 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 23 , 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 AMENDMENT # 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 7389 (Primary Standard Industrial Classification Code Nu

EQUIPMENT SALES AND PURCHASE AGREEMENT

Exhibit 10.1 EQUIPMENT SALES AND PURCHASE AGREEMENT This Agreement is entered into by and between Anita B s.r.o. (company registration number 25584448, address: Prumyslov? 2453/7, 680 01 Boskovice, Czechia), hereinafter ?Seller? and Vado Corp. (EIN: 30-0968244, address: Dlh? 816/9, Nitra, Slovakia 94901), hereinafter ?Buyer? for the purposes herein stated. The undersigned do hereby covenant, contr

VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900

April 23 VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900 April 23, 2018 Mr. Ruairi Regan, United States Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Vado Corp. Amendment No.1 to Registration Statement on Form S-1 Filed March 5, 2018 File No. 333-222593 Dear Mr. Ruairi Regan: Vado Corp. (the “Company”) herewith files with the Securities

VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900

Vado VADO CORP. Dlhá 816/9 Nitra, Slovakia 94901 Tel: (421)-372302900 March 2, 2018 Mr. Ruairi Regan, United States Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Vado Corp. Registration Statement on Form S-1 Filed January 18, 2018 File No. 333-222593 Dear Mr. Ruairi Regan: Vado Corp. (the “Company”) herewith files with the Securities and Exchange Commiss

Subscription Agreement

ex Exhibit 99.1 Subscription Agreement 1. Investment: The undersigned (“Buyer”) subscribes for Shares of Common Stock of Vado Corp. (“Company”) at $0.02 per share. Total subscription price ($0.02 times the number of Shares): = $. PLEASE MAKE CHECKS PAYABLE TO: Vado Corp. 2. Investor information: Name (type or print) SSN/EIN/Taxpayer I.D. Address: E-Mail address: Joint Name (type or print) SSN/EIN/

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 2 , 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 AMENDMENT #1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of re

Form S-1 January 2018 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 2 , 2018.

Bylaws of Vado Corp.

Bylaws Exhibit 3.2 Bylaws of Vado Corp. ARTICLE I. Meetings of Shareholders 1.1 Place of Meetings. The meetings of shareholders shall be held at such place, either within or without of the state of Nevada, as may be fixed by the Board of Directors. 1.2 Annual Meetings. The annual meetings of the shareholders, for the election of Directors and transaction of any other business that may come before

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 17, 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of registrant as

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 17, 2018. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vado Corp. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 7389 (Primary Standard Industrial Classification Code Number) 30-0968

Articles of Incorporation

articles Exhibit 3.1