Calidi Biotherapeutics, Inc. Announces Reverse Stock Split and Key Corporate Updates
Summary of Key Points
- Calidi Biotherapeutics, Inc. (NYSE American: CLDI) has effected a significant reverse stock split at a ratio of 1-for-16, combining every sixteen shares of common stock into one share.
- The reverse stock split was approved by shareholders at the Annual Meeting held on June 12, 2026, and became effective at 4:01 p.m. on July 30, 2026.
- This action is intended to increase the per-share trading price, support the continued listing of Calidi’s common stock on NYSE American, and reduce the risk of delisting.
- The company’s capitalization structure remains unchanged, with authorized shares at 330,000,000 common stock and 1,000,000 preferred stock.
- Calidi remains classified as an “emerging growth company” under SEC rules.
Details Investors Need to Know
Reverse Stock Split Details
Calidi Biotherapeutics, Inc., a Delaware corporation, has implemented a reverse stock split on its issued and outstanding common stock, par value \$0.0001 per share. The split ratio is 1-for-16, meaning for every sixteen shares held previously, shareholders will now own one share after the split. This change affects all issued and outstanding shares of common stock, including both Voting and Non-Voting Common Stock.
The reverse stock split was approved by the company’s shareholders at the annual meeting on June 12, 2026, and was effected through a Certificate of Amendment filed with the State of Delaware. The effective time is July 30, 2026, at 4:01 p.m.
Rationale for the Reverse Stock Split
The company states the reverse stock split is a proactive measure to boost the per-share trading price of Calidi’s common stock. The main purpose is to support the continued listing of the stock on the NYSE American and reduce the risk of delisting due to non-compliance with the exchange’s minimum price standards. However, the company cautions that there is no assurance the split will achieve the intended effects or that any positive effects will be sustained.
Effects on Shareholders
- Share Certificates/Book Entry: After the reverse stock split, existing certificates or book entries representing shares will now represent the reduced number of shares, reflecting the 1-for-16 split. Fractional shares will be handled as described by the company, but details are not specified here.
- Trading Symbol and Exchange: Calidi’s common stock continues to be traded under the symbol CLDI on NYSE American, LLC.
- Capitalization: The authorized capital structure remains unchanged. Calidi is authorized to issue 330,000,000 shares of common stock (312 million voting and 18 million non-voting), and 1,000,000 shares of preferred stock, all with a par value of \$0.0001 per share. The reverse stock split does not affect the number of authorized shares or the par value of common or preferred stock.
- Emerging Growth Company: Calidi remains an emerging growth company as defined by SEC rules.
Potential Price Sensitivity and Share Value Impact
The reverse stock split is a material event for shareholders and can have notable effects on share value. Reverse splits are often undertaken to meet minimum price requirements for continued exchange listing and can impact investor perception and liquidity. While the split increases the price per share, it does not change the overall market capitalization of the company. Investors should be aware that reverse splits may signal underlying challenges, such as maintaining exchange compliance, and can sometimes be perceived negatively by the market.
If the reverse stock split successfully helps Calidi maintain its NYSE American listing and improves market confidence, it may support the share price. Conversely, if the market views the split as a sign of financial distress or if it fails to achieve the desired listing compliance, the share price could face downward pressure.
Additional Corporate Information
- Business Address: 4475 Executive Drive, Suite 200, San Diego, CA 92121
- Fiscal Year End: December 31
- Common Stock Trading Symbol: CLDI
- Exchange: NYSE American, LLC
- SEC CIK: 0001855485
- Former Company Name: First Light Acquisition Group, Inc. (Name changed April 6, 2021)
Conclusion
The reverse stock split by Calidi Biotherapeutics, Inc. is a significant corporate action that investors should monitor closely, as it directly affects the number of shares held and could influence share price dynamics. The split’s primary purpose is to support continued NYSE American listing, but its ultimate impact will depend on subsequent market reaction and company performance.
Disclaimer
This article is for informational purposes only and does not constitute investment advice. Investors are advised to review official SEC filings and consult professional advisors before making investment decisions. The author assumes no responsibility for any actions taken based on the information provided.
