Origin Materials Announces One-for-Thirty Reverse Stock Split – Investor Update

Key Points from the SEC Filing

• Reverse Stock Split: Origin Materials, Inc. has implemented a one-for-thirty reverse stock split of its outstanding common stock, effective March 19, 2026.
• Approval Process: The reverse stock split was approved by shareholders at a Special Meeting held on February 17, 2026. The specific ratio (1-for-30) was subsequently approved by the Board of Directors on March 4, 2026.
• Certificate of Amendment: The company filed a Certificate of Amendment to its Certificate of Incorporation with the State of Delaware to effect the split.
• Trading Changes: Common stock will begin trading on a split-adjusted basis on the Nasdaq Capital Market starting March 20, 2026, under the ticker symbol “ORGN.”
• New CUSIP: The post-split common stock CUSIP is 68622D205.
• No Change in Par Value: The par value per share remains \$0.0001.
• Public Warrants: Warrants will continue trading under “ORGNW” with an exercise price of \$11.50, but warrant holders will now need to exercise 30 warrants (aggregate price \$345.00) for one share of common stock.
• No Fractional Shares: Fractional shares will not be issued; holders will receive one full share for any fractional entitlement.
• Impact on Incentive Plans: The reverse split affects all outstanding shares, including those available under equity incentive and employee stock purchase plans. The number of shares issuable upon the exercise of options, RSUs, and warrants will be reduced, with a corresponding increase in exercise prices.

Details Investors Should Know

Reverse Stock Split Mechanics: Every 30 shares of Origin Materials’ common stock held immediately before the effective time will be automatically converted into one share, with no action required by shareholders. The split affects all outstanding shares, as well as shares reserved under company incentive plans, employee stock purchase plans, options, RSUs, and warrants.

No Fractional Shares: Shareholders who would otherwise be entitled to fractional shares as a result of the split will instead receive one full share for any fractional interest. This is a shareholder-friendly provision to avoid lost value.

Trading and CUSIP: Common stock will trade on the Nasdaq Capital Market under “ORGN,” but on a split-adjusted basis starting March 20, 2026. The new CUSIP number is 68622D205. The par value per share remains unchanged.

Warrants Adjustment: Publicly traded warrants will continue under “ORGNW” with an exercise price of \$11.50. However, post-split, holders must exercise 30 warrants for a single share, costing \$345.00. No fractional shares will be issued for exercised warrants. This is a significant change and may affect the liquidity and attractiveness of warrants.

Incentive Plans and Outstanding Equity: The split results in a proportional reduction in shares available or issuable under incentive plans and outstanding equity instruments (such as options and RSUs). The exercise price per share for options and warrants will be increased proportionally to maintain economic equivalence for holders.

Shareholder Approval: The split was approved at a Special Meeting of Stockholders, indicating strong governance and shareholder engagement in major capital structure decisions.

Potential Share Price Impact & Price Sensitive Information

• Low Share Price Risks Mitigated: Reverse splits are typically executed to address risks associated with low share prices, such as potential delisting from Nasdaq. This move can help stabilize the share price and restore compliance with exchange requirements.
• Market Perception: Reverse stock splits can be perceived negatively by some investors, as they sometimes signal financial distress or concerns regarding the company’s share price. However, they can also attract institutional investors who may be restricted from purchasing low-priced stocks.
• Warrants Terms Change: The new requirement to exercise 30 warrants for one share (instead of one warrant for a fraction of a share) may reduce the attractiveness of warrants and affect their trading value.
• Liquidity and Volatility: Post-split, the reduced number of outstanding shares may affect liquidity and potentially increase share price volatility.
• No Change in Company Fundamentals: The split does not affect the company’s fundamentals, operations, or overall equity value, but does change the per-share price and number of shares outstanding.

Exhibits & Documentation

• Certificate of Amendment: The actual certificate filed is attached as Exhibit 3.1, confirming the legal effectuation of the reverse split.

Summary for Shareholders

Origin Materials has undertaken a major capital structure change via a one-for-thirty reverse stock split, effective March 19, 2026. Shareholders should note the new trading terms, changes to warrant exercise, and the impact on equity incentive plans. While the split is intended to stabilize share price and maintain Nasdaq compliance, it may affect market perception, warrant value, and share liquidity. No action is required from shareholders, and fractional shares will be rounded up.

Disclaimer

This article is intended for informational purposes only and does not constitute investment advice, solicitation, or a recommendation to buy or sell any securities. Investors should consult their financial advisors and review the official filings and disclosures from Origin Materials, Inc. before making any investment decisions. The information provided herein is based on SEC filings as of March 19, 2026, and may be subject to change.

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