8-KFiled Jul 30, 8:00 PM ET

Calidi Biotherapeutics Announces 1-for-16 Reverse Stock Split

$CLDI · Calidi Biotherapeutics, Inc.

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Calidi Biotherapeutics Announces 1-for-16 Reverse Stock Split

What Happened
Calidi Biotherapeutics, Inc. (CLDI) announced a 1-for-16 reverse stock split that became effective July 30, 2026 and began trading on a split-adjusted basis July 31, 2026. The split was approved by shareholders at the June 12, 2026 Annual Meeting. The company says the split is intended to increase the per-share trading price and help maintain its listing on the NYSE American.

Key Details

  • Reverse split ratio: 1-for-16, effective July 30, 2026; trading adjusted July 31, 2026 under the existing ticker CLDI.
  • Post-split outstanding shares: Approximately 2,445,396 Voting Common Stock and 9,375 Non‑Voting Common Stock (held in escrow) after the split.
  • Fractional shares: Share counts were rounded up to the nearest whole share; no fractional shares were issued and no cash payments were made for fractional shares. Equity awards were adjusted proportionally.
  • Corporate filings & identifiers: Certificate of Amendment filed with Delaware on July 27, 2026; new CUSIP assigned (320703507). No change to authorized shares or par value.

Why It Matters
The reverse split is a corporate action aimed at raising the company’s per-share price to support continued NYSE American listing and reduce delisting risk. It does not change shareholders’ percentage ownership or voting power except for minor rounding effects, and it does not alter the company’s authorized share count or par value. The company also cautioned it cannot guarantee the reverse split will achieve or sustain the intended effects. Investors should note the potential impacts on share price, liquidity and perception that can follow a reverse split.