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Ahmed Barakat
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Nakamoto Ltd is executing a 1-for-40 reverse stock split Friday, a compliance-driven consolidation that collapses 696.1 million outstanding shares down to approximately 17.4 million and targets the one threshold that determines exchange survival: Nasdaq’s $1.00 minimum bid requirement.
The company’s shares had fallen to $0.22 as of April 6, 2026, triggering a Nasdaq deficiency notice under Listing Rule 5450(a)(1) with an initial compliance deadline of June 8, 2026.
This is not purely a defensive maneuver. Paired with the reverse stock split is a deliberate pivot toward a Bitcoin Treasury model, positioning Nakamoto alongside the growing category of crypto equities designed to offer institutional investors regulated, exchange-listed exposure to BTC price performance without holding spot Bitcoin directly.
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How the 1-for-40 Nakamoto Split Restores Nasdaq Compliance, and What It Costs Existing Shareholders
A 1-for-40 reverse stock split means every 40 shares of existing common stock are consolidated into a single new share.
At a pre-split price of $0.22, the theoretical post-split opening price lands near $8.80, well above Nasdaq’s $1.00 floor and within the range needed to satisfy the exchange’s minimum bid requirement under Listing Rule 5450(a)(1).
Shareholders approved the action at a Special Meeting on May 8, 2026, granting the board discretion to set the final ratio anywhere within a 1-for-20 to 1-for-50 range.
The board elected 1-for-40. Authorized shares and par value remain unchanged by the consolidation, which is structurally significant: Nakamoto retains substantial headroom for future equity issuances, ATM offerings, convertible notes, or share-based acquisitions – without requiring an additional shareholder vote to expand authorized capital.
One cost falls on smaller holders. Shareholders whose positions do not divide evenly into 40-share lots will receive cash in lieu of fractional shares, not additional stock.
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