Cardiff Lexington Corp

During the quarter ended June 30, 2024, no director or officer of the Company adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

We received a letter from the SEC, dated July 10, 2024, which contained comments from the SEC relating to our Annual Report of Form 10-K for the fiscal year ended December 31, 2023, or the 2023 10-K. In response to such comments, we filed amendments to the 2023 10-K on July 24, 2024 and on August 8, 2024. As of the date of this report, the SEC comments that remain pending, which we have addressed in the 2023 10-K amendment filed on August 8, 2024 and in an accompanying letter to the SEC, for which we are awaiting the SEC’s response. Since we have not yet resolved all of the comments of the staff of the SEC, we may be required to further amend our 2023 Form 10-K and it is possible that we may be required to amend this report in order to incorporate any additional input we receive from the staff of the SEC.

The SEC has requested that we provide additional discussions and disclosures, including those related to: accounts receivable and roll forward for allowance for credit losses balances; amounts and statistics for accounts receivable factored (sold) to third party(s); collection financial information; settlement amounts and statistics for amounts written off and charged to bad debt expense; and the accounting treatment of current assets based on our normal operating cycle.