5&2 Studios, Inc. 8-K

What Happened

• 5&2 Studios, Inc. filed an 8-K on March 30, 2026, reporting that at its annual meeting stockholders approved an amendment to the Certificate of Incorporation to effect a 1-for-173,750 reverse stock split. The Board originally approved the amendment on December 31, 2025. The company will pay $3.75 per pre-reverse-split share in cash in lieu of issuing fractional post-split shares. The record date for voting was March 16, 2026.

Key Details

• Reverse split approval vote: For 70,547,379; Against 233,565; Abstain 37,125.
• Meeting quorum: 6,950,000 Series A shares and 5,585,229 Series B shares present/represented, representing 100% of voting power.
• Other votes: Six director nominees were elected (individual vote totals reported in the filing) and Tanner LLC was ratified as the independent registered public accounting firm (For 70,568,824; Against 25,255; Abstain 223,990).
• Fractional-share treatment: stockholders of record will receive $3.75 per pre-Reverse Stock Split share instead of fractional post-split shares.

Why It Matters

• The reverse split will dramatically reduce the company’s issued and outstanding common shares by a factor of 173,750, changing per‑share metrics and share counts used by investors and as reported in future filings.
• Holders of small numbers of pre-split shares will receive cash rather than fractional shares, so retail investors should check brokerage accounts and communications for how and when cash payments will be delivered.
• The actions were approved by stockholders and the board; investors should watch subsequent filings for the effective date of the split and any updates on share reissuance, transfer agent instructions, or listing impacts.