Banzai International, Inc. 8-K

What Happened

• Banzai International, Inc. (BNZI) filed an 8‑K reporting that certain stockholders holding approximately 40.52% of voting power approved and the company effected a 1‑for‑20 reverse stock split. The Company filed a Certificate of Amendment on April 28, 2026, and Nasdaq trading of Class A common stock will be adjusted for the split beginning May 8, 2026. A press release announcing the reverse split was distributed on May 6, 2026.

Key Details

• Reverse split ratio: 1-for-20 for both Class A and Class B common stock.
• Outstanding shares change: Class A reduced from 22,910,282 to 1,145,515; Class B reduced from 677,118 to 33,856.
• Fractional shares: no fractional shares will be issued; any fractional amounts will be rounded up to a whole share (no cash-in-lieu).
• Other logistics: Class A will continue trading under the symbol BNZI with a new CUSIP 06682J605 (replacing 06682J407). Transfer agent: Continental Stock Transfer & Trust; shareholders holding shares electronically need take no action.

Why It Matters

• The reverse split reduces the total share count and will change per‑share metrics (shares outstanding and market price per share will be adjusted on a 1‑for‑20 basis). Trading on Nasdaq will reflect the split starting May 8, 2026, and shareholders should note the new CUSIP for record-keeping.
• For investors, the mechanics (no cash for fractional shares, rounding up, brokered accounts auto-updated) clarify how holdings will convert; the change may affect liquidity and share price per share but the filing contains no new operational or financial results.