Nakamoto Inc. 8-K

What Happened

• Nakamoto Inc. filed an 8-K on May 12, 2026 reporting the results of its special meeting held May 8, 2026. Stockholders approved an amendment to the Company’s Certificate of Incorporation to combine outstanding shares of common stock by a ratio of not less than 1-for-20 and not more than 1-for-50, with the exact ratio to be set by the Board in its sole discretion. A second proposal to allow adjournment for further solicitation if needed was also approved.

Key Details

• Meeting date: May 8, 2026; record date: March 31, 2026.
• Shares represented at the meeting: 502,263,305 of 690,018,254 outstanding and entitled to vote.
• Vote on reverse split (Proposal 1): For 488,518,814; Against 12,825,785; Abstained 918,706; Broker non-votes 0.
• Vote on adjournment (Proposal 2): For 488,585,900; Against 11,120,883; Abstained 2,556,524; Broker non-votes 0.

Why It Matters

• The approved amendment authorizes the Board to execute a reverse stock split within a 1-for-20 to 1-for-50 range. A reverse split reduces the number of outstanding shares and increases the per-share price proportionally; the Board will determine the exact ratio and timing.
• Investors should watch for a future announcement specifying the chosen ratio and effective date, which will affect share count, per-share price, and trading liquidity, but not the Company’s aggregate market value immediately upon conversion.