$TPET·8-K

Trio Petroleum Corp · May 21, 6:05 PM ET

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Trio Petroleum Corp 8-K

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Trio Petroleum Corp Reports Annual Meeting; Reverse Stock Split Approved

What Happened
Trio Petroleum Corp (TPET) filed an 8-K reporting the results of its annual meeting of stockholders held May 21, 2026. A quorum of 13,229,846 shares (about 40.9% of 32,377,399 outstanding shares as of the March 26, 2026 record date) was present or represented by proxy. The company elected Robin Ross as a Class III director and stockholders approved an amendment authorizing a reverse stock split (board may choose a ratio between 1-for-2 and 1-for-10) and an increase in shares reserved under the 2022 Equity Incentive Plan. Shareholders also ratified Bush & Associates CPA LLC as the company’s independent registered public accounting firm for the year ending October 31, 2026.

Key Details

  • Quorum: 13,229,846 votes present or by proxy (~40.9% of 32,377,399 eligible shares).
  • Director election: Robin Ross elected (FOR 4,171,474; WITHHELD 1,051,922; BROKER NON-VOTE 8,006,450).
  • Reverse split: Approved to permit a reverse stock split by a ratio between 1-for-2 and 1-for-10; vote: FOR 10,308,391; AGAINST 2,356,772; ABSTAIN 564,683. Effective only if/when the Board selects a specific ratio and files a certificate of amendment with Delaware.
  • Equity plan increase: 2022 Equity Incentive Plan shares increased by 3,500,000 to a total of 6,452,383; vote: FOR 3,588,103; AGAINST 1,149,760; ABSTAIN 485,533; BROKER NON-VOTE 8,006,450.
  • Auditor ratification: Bush & Associates CPA LLC ratified as auditor (FOR 11,840,250; AGAINST 682,374; ABSTAIN 707,222).

Why It Matters

  • Reverse split authority can reduce the number of outstanding shares and may affect the stock price per share and compliance with listing standards; the Board must still choose the exact ratio and file the amendment before it takes effect.
  • The increase in shares under the 2022 Equity Incentive Plan provides more shares for employee/consultant awards, which can affect future dilution.
  • Re-election of a director and ratification of the auditor are routine corporate governance actions that confirm management and oversight continuity.
    Investors should watch for a future announcement from the company specifying the chosen reverse split ratio and the filing date for the certificate of amendment.

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