Assertio Holdings, Inc. 8-K

What Happened

• Assertio Holdings, Inc. (ASRT) filed an 8-K reporting that it has implemented a reverse stock split of its common stock at a ratio of 1-for-15. The Company filed a Certificate of Amendment on December 19, 2025, and the Reverse Split becomes effective at 12:01 a.m. Eastern Time on December 26, 2025. Trading is expected to begin on a split-adjusted basis at market open on December 26, 2025, under the same Nasdaq symbol “ASRT” with a new CUSIP (04546C 304). The reverse split was approved by stockholders at the annual meeting on May 7, 2025.

Key Details

• Reverse Split Ratio: 15 old shares combined into 1 new share (1:15), effective Dec 26, 2025 at 12:01 a.m. ET.
• Fractional shares: No fractional shares will be issued; holders entitled to fractions will receive a cash payment (no interest), calculated using the closing price on Nasdaq on Dec 24, 2025 (subject to good-faith adjustment and withholding taxes).
• Adjustments: Proportionate adjustments will be made to the conversion rate of the Company’s 6.5% Convertible Senior Notes due 2027 and to outstanding equity awards and the shares reserved under the Company’s equity incentive plans.
• Filing: The Certificate of Amendment implementing the Reverse Split is filed as Exhibit 3.1 to the 8-K.

Why It Matters

• The reverse split reduces the number of outstanding shares and increases the per-share price in proportion to the 1-for-15 ratio. In practical terms, a shareholder who held 15 shares will hold 1 share after the split (or receive cash for fractions).
• Investors should note the automatic adjustments to convertible note conversion rates and equity awards; these affect future dilution and the number of shares issuable under option and RSU grants.
• Trading will continue on Nasdaq under the same ticker (ASRT) but with a new CUSIP and split-adjusted share count and price beginning Dec 26, 2025.