8-KAccepted Sep 14, 7:43 PM ET
Impact Biomedical Inc. Announces 12.62-for-1 Reverse Split Ahead of Merger
Accepted (ET)
7:43 PM
Sep 14, 2026
Filed
Sep 15, 2026
Documents
12
Size
240.6 KB
Summary
Impact Biomedical Inc. Announces 12.62-for-1 Reverse Split Ahead of Merger
What Happened
Impact Biomedical Inc. (IBO) filed an 8‑K on Sept. 15, 2026 disclosing a reverse stock split that will become effective at 12:01 a.m. Eastern Time on Sept. 23, 2026. The Board — per stockholder authorization on Dec. 30, 2025 — is implementing a reverse split at a CEO‑determined ratio within the previously authorized 1‑for‑12.48 to 1‑for‑50 range; the Company set the ratio at 12.62 shares combined into one share. The split is being done in connection with Impact’s proposed merger with Zoar Limited (f/k/a Dr. Ashley’s Limited) and to help the company seek compliance with NYSE American listing requirements.
Key Details
- Reverse split ratio: every 12.62 shares of Impact common stock will be combined into 1 share, effective Sept. 23, 2026 at 12:01 a.m. ET.
- Outstanding shares: expected to decrease from ~107.8 million to ~8.5 million.
- Fractional shares: no fractional shares will be issued; any fractional share resulting from the split will be rounded up to the nearest whole share.
- Equity adjustments: proportional adjustments will be made to outstanding equity awards (shares issuable, exercise/conversion prices) and shares reserved under incentive plans.
- Merger impact: as previously announced, at closing of the proposed merger Impact holders are expected to receive 1 share of Zoar for each share of Impact held immediately prior to the merger after giving effect to the Reverse Split. The Company also noted there is no assurance the Reverse Split will restore listing compliance or that the merger will close.
Why It Matters
The reverse split will materially reduce the number of outstanding shares and change per‑share metrics (and will trigger proportional adjustments to options and awards). Management says the move is intended to help regain NYSE American listing compliance and to align the share structure ahead of the planned merger with Zoar Limited. Investors should note the split itself does not change the Company’s authorized shares or the 1‑for‑1 merger exchange ratio described previously, and the filing warns there is no guarantee the split will achieve listing compliance or that the merger will be completed.