NightFood Holdings, Inc.: 1-for-150 reverse stock split effective Oct 20, 2026

What happened

• NightFood Holdings, Inc. announced that, at 12:01 a.m. on Oct 20, 2026 (the "Effective Time"), it effected a 1-for-150 reverse stock split of all issued and outstanding shares of its common stock by filing a Certificate of Change with the Nevada Secretary of State on Oct 13, 2026 that became effective at the Effective Time.
• The filing states that the board approved the reverse split range on Jul 22, 2026 and that the holder of 1,000 shares of Series A Super Voting Preferred Stock approved, by written consent, authorization for the board to effect a reverse split at a ratio between 1-for-150 and 1-for-250; the board selected 1-for-150.
• The company attached a press release as Exhibit 99.1 to the Form 8-K.

Key details

• Every 150 shares of issued and outstanding common stock were combined into one share; issued and outstanding shares were reduced from approximately 543,899,213 before the Effective Time to approximately 3,625,995 after the Effective Time.
• No fractional shares were issued; holders otherwise entitled to fractional shares were rounded up to the next whole share.
• Proportional adjustments were made to outstanding warrants, convertible preferred stock and other convertible securities in accordance with their governing terms.
• The common stock began trading on a split-adjusted basis on the OTC Pink market at market open on Oct 20, 2026 under the temporary symbol "NGTFD" for 20 trading days, after which the trading symbol will change to "NGTF"; the new CUSIP is 65412F200. ClearTrust, LLC acted as the exchange agent. The number of authorized shares of common stock did not change.

Why it may matter

• This Form 8-K reports Item 3.03 (material modification to rights of security holders) describing the reverse stock split and Item 7.01 (regulation FD disclosure) attaching a press release.
• This filing does not show why the insider traded or why the company acted.