All In FutureTech Alliance Announces Stockholder Approval of Reverse Stock Split Proposal; Board Approves 1-for-6 Reverse Stock Split with a Market Effective Date of June 12, 2026

Rhea-AI Summary

All In FutureTech Alliance announced stockholder approval of a reverse stock split and Board approval of a 1-for-6 ratio. The split becomes effective June 11, 2026, 5:01 p.m. ET, with split-adjusted trading expected to begin June 12, 2026.

Outstanding shares will decline from about 38.3 million to 6.4 million, with fractional shares rounded up. The company views the move as a key step to support efforts to regain compliance with Nasdaq minimum bid price listing requirements.

Positive

• Stockholders approved reverse split authority with about 99% of votes cast
• Board set a 1-for-6 reverse split ratio with defined effective dates
• Outstanding shares to decrease from ~38.3M to ~6.4M, subject to rounding
• Reverse split is intended to support Nasdaq continued listing compliance

Negative

• Company previously received a Nasdaq notice for minimum bid price noncompliance
• Reverse split underscores reliance on corporate actions to address listing standards

Market Context

This announcement confirms stockholder approval and board selection of a 1-for-6 reverse stock split...

Analysis

This announcement confirms stockholder approval and board selection of a 1-for-6 reverse stock split, expected to cut outstanding common shares from about 38.3 million to roughly 6.4 million. It directly ties into prior disclosures about Nasdaq minimum bid price deficiencies and the goal of maintaining listing on the Nasdaq Capital Market. Investors evaluating this step may track subsequent filings, the planned June 12, 2026 split-adjusted trading date, and how these actions integrate with the broader HyalRoute-driven strategic transformation.

Key Figures

Reverse split ratio: 1-for-6 Approved ratio range: 1-for-2 to 1-for-25 Special Meeting approval: ≈99% of votes cast +5 more

8 metrics

Reverse split ratio 1-for-6 Board-approved reverse stock split ratio

Approved ratio range 1-for-2 to 1-for-25 Range authorized by stockholders at Special Meeting

Special Meeting approval ≈99% of votes cast Support for reverse stock split amendment

Effective time 5:01 p.m. Eastern Time, June 11, 2026 Planned effectiveness of reverse stock split

Split-adjusted trading date June 12, 2026 Expected Nasdaq Capital Market split-adjusted trading start

Pre-split shares ≈38.3 million Approximate outstanding common shares before reverse split

Post-split shares ≈6.4 million Approximate outstanding common shares after 1-for-6 split

Current price vs 52-week high -84.04% Price relative to 52-week high of AGAE

Historical Context

5 past events · Latest: May 26 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
May 26	HyalRoute 8-K, data	Positive	+4.5%	Detailed 8-K on HyalRoute acquisition terms and financial profile.
May 22	Post-deal strategy	Positive	+4.5%	Outlined AI-focused long-term strategy following planned HyalRoute acquisition.
May 22	Major HyalRoute deal	Positive	-3.7%	Announced US$2.3068B share-based acquisition of majority HyalRoute stake.
May 21	Nasdaq notice update	Negative	-3.7%	Reported Nasdaq delinquency notice and partial progress on SEC filings.
May 18	Name change	Positive	+7.0%	Corporate rebrand to AIFA supporting AI and digital infrastructure pivot.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent transformative and regulatory news often led to price moves in the same direction as the news tone, with one notable selloff on a large acquisition announcement.

Recent Company History

Over the last few weeks, AGAE/AIFA has moved through a rapid strategic and regulatory transition. It rebranded on May 18, 2026 toward AI and digital infrastructure, then disclosed Nasdaq filing and listing issues on May 21, 2026. In parallel, it agreed to acquire a controlling stake in HyalRoute with detailed terms and valuations released across May 22–26, 2026. The current reverse stock split approval directly ties back to Nasdaq bid-price deficiencies already highlighted in prior 8-Ks and proxy materials.

Key Terms

reverse stock split, par value, form 8-k, securities and exchange commission, +4 more

8 terms

reverse stock split regulatory

"stockholders approved a proposal authorizing the Board of Directors of the Company ... to implement a reverse stock split"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

par value financial

"the Company’s common stock, par value $0.0001 per share (“Common Stock”)"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

form 8-k regulatory

"as previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission"

A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.

securities and exchange commission regulatory

"Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”)"

A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.

nasdaq capital market regulatory

"shares of Common Stock expected to begin trading on The Nasdaq Capital Market, on a split-adjusted basis"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

minimum bid price requirement regulatory

"noncompliance with Nasdaq’s minimum bid price requirement"

A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.

certificate of incorporation regulatory

"an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split"

A certificate of incorporation is an official government document that creates a corporation and records key facts such as its legal name, basic governance structure, and stock authorization—think of it as a company's birth certificate plus its basic rulebook. Investors care because it establishes the company’s legal existence, limits owners’ personal liability, and sets the framework for issuing shares and enforcing shareholder rights, which affects ownership, control and the company’s ability to raise capital.

fractional shares financial

"No fractional shares will be issued in connection with the Reverse Stock Split."

Fractional shares are portions of a whole share of a stock or fund, allowing investors to own less than one full unit. They make it possible to invest a specific dollar amount rather than buy whole shares, like buying a slice of a pizza instead of the entire pie. For investors this lowers the cost barrier, helps with diversification, and lets you reinvest dividends or purchase expensive stocks in small, precise amounts.

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NEW YORK, June 05, 2026 (GLOBE NEWSWIRE) -- All In FutureTech Alliance, Inc. (Nasdaq: AIFA) (the “Company” or “AIFA”) today announced that, at its Special Meeting of Stockholders held on June 1, 2026 (the “Special Meeting”), stockholders approved a proposal authorizing the Board of Directors of the Company (the “Board”) to implement a reverse stock split of the Company’s common stock, par value $0.0001 per share (“Common Stock”).

As previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on May 11, 2026, the Company received a notice from the staff of The Nasdaq Stock Market (“Nasdaq”) regarding the Company’s noncompliance with Nasdaq’s minimum bid price requirement. In response, the Company is taking actions intended to regain and maintain compliance with Nasdaq’s continued listing requirements, including implementation of a reverse stock split and other related measures, as determined appropriate by the Board.

Special Meeting Results

At the Special Meeting, stockholders approved, by approximately 99% of votes cast, an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of the Common Stock, at a ratio ranging from 1-for-2 to 1-for-25, with the exact ratio to be determined at the discretion of the Board.

Purpose of the Reverse Stock Split

The Company believes that stockholder approval of the reverse stock split proposal provides the Board with an important tool to support the Company’s efforts to regain and maintain compliance with Nasdaq’s continued listing standards, including the minimum bid price requirement. The Board has evaluated the reverse stock split in light of current market conditions, the Company’s capital markets strategy, and other relevant factors. The Company also intends to continue evaluating and pursuing other appropriate measures to support its capital markets positioning, strategic development, and continued listing status.

Board Approval of 1-for-6 Reverse Stock Split

Following stockholder approval at the Special Meeting, the Board approved the implementation of a reverse stock split at a ratio of 1-for-6 (the “Reverse Stock Split”). The Company expects the Reverse Stock Split to become effective on June 11, 2026, at 5:01 p.m. Eastern Time, with shares of Common Stock expected to begin trading on The Nasdaq Capital Market, on a split-adjusted basis, at market open on June 12, 2026.

Upon effectiveness of the Reverse Stock Split, the number of the Company’s issued and outstanding shares of Common Stock will be adjusted on a 1-for-6 basis. The Company will proceed with the related implementation steps in accordance with applicable law, Nasdaq rules, and its charter and bylaws, and intends to provide additional information regarding the technical details, trading arrangements, and related matters associated with the Reverse Stock Split in due course.

The Reverse Stock Split will reduce the number of shares of outstanding Common Stock from approximately 38.3 million shares to approximately 6.4 million shares, subject to adjustment for rounding.  No fractional shares will be issued in connection with the Reverse Stock Split. Any fractional shares that would otherwise be issuable as a result of the Reverse Stock Split will be rounded up to the nearest whole share.

Management Commentary

James Li, Chairman and Chief Executive Officer of the Company, stated:

“We appreciate our stockholders’ support for and approval of the reverse stock split proposal. This approval provides the Company with additional flexibility as we respond to the Nasdaq notice previously disclosed by the Company, while continuing to advance our broader strategic initiatives.

The Board has now approved the implementation of a 1-for-6 reverse stock split, with an expected market effective date of June 12, 2026. We believe this step will support the Company’s efforts to regain and maintain compliance with Nasdaq’s continued listing standards. At the same time, we remain focused on advancing the Company’s strategic transformation and continuing to create long-term value for our stockholders.”

Next Steps

Based on the Special Meeting voting results and the Board’s subsequent resolution, the Company has determined to implement the Reverse Stock Split at a ratio of 1-for-6, with an expected market effective date of June 12, 2026. The Company will continue to communicate with relevant regulators and market participants and will timely disclose further information regarding the implementation of the Reverse Stock Split, Nasdaq continued listing compliance progress, and other related matters.

Additional information regarding the Reverse Stock Split is available in the Company’s definitive proxy statement filed with the SEC on May 21, 2026, and a Current Report on Form 8-K which the Company plans to file upon effectiveness of the Reverse Stock Split.

About All In FutureTech Alliance

All In FutureTech Alliance Inc. (Nasdaq: AIFA), formerly known as Allied Gaming & Entertainment Inc, is a growth-oriented company undergoing a strategic transformation from a global experiential entertainment business into an AI-focused digital infrastructure platform. The Company is pursuing opportunities in artificial intelligence infrastructure, silicon photonics-enabled compute, cross-border fiber-optical network transmission, digital infrastructure services, and technology-enabled growth initiatives. Through its proposed AIFA strategic platform, AIFA aims to build an integrated ecosystem combining AI compute capacity, fiber-optic network infrastructure, AI education and AI applications to support long-term value creation.

Forward-Looking Statements

This press release includes forward-looking statements within the safe harbor provisions provided under federal securities laws, including under the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results and, consequently, you should not rely on these forward-looking statements as predictions of future events. Important factors that may affect actual results include, among others, the Company’s ability to execute its growth strategy; the outcome of the Nasdaq hearings; market conditions; regulatory changes; operational challenges; and other risks and uncertainties described under “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the SEC on May 22, 2026, and in subsequent filings with the SEC. The foregoing sets forth many, but not all, of the factors that could cause actual results to differ from the Company’s expectations in any forward-looking statement. Readers are cautioned not to place undue reliance upon any forward-looking statements, including but not limited to the Company’s expectation with respect to the effect of the Reverse Stock Split. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.

Contact:

Investor Relations: ir@alliedgaming.gg

FAQ

What reverse stock split did All In FutureTech Alliance approve in June 2026?

All In FutureTech Alliance approved a 1-for-6 reverse stock split of its common stock. According to the company, stockholders first authorized a range of 1-for-2 to 1-for-25, after which the Board chose the final 1-for-6 ratio.

When will All In FutureTech Alliance’s 1-for-6 reverse stock split take effect and begin trading?

The reverse stock split becomes effective June 11, 2026 at 5:01 p.m. ET, with split-adjusted trading expected June 12, 2026. According to the company, shares will then trade on The Nasdaq Capital Market on a split-adjusted basis.

How will All In FutureTech Alliance’s share count change after the 1-for-6 reverse stock split?

The company’s outstanding common shares will shrink from about 38.3 million to 6.4 million. According to the company, this adjustment reflects the 1-for-6 ratio and will be subject to rounding, with any fractional shares rounded up to the nearest whole share.

Why is All In FutureTech Alliance implementing a 1-for-6 reverse stock split in 2026?

The reverse stock split is intended to help support compliance with Nasdaq continued listing standards, including minimum bid price. According to the company, it is part of broader capital markets and strategic positioning efforts following a prior Nasdaq noncompliance notice.

How did All In FutureTech Alliance stockholders vote on the reverse stock split proposal?

Stockholders approved the reverse stock split amendment with about 99% of votes cast in favor. According to the company, this authorization allowed the Board to select a ratio between 1-for-2 and 1-for-25, ultimately leading to the chosen 1-for-6 split.

What will happen to fractional shares in All In FutureTech Alliance’s 2026 reverse stock split?

No fractional shares will be issued as part of the 1-for-6 reverse stock split. According to the company, any position that would otherwise result in a fraction will instead be rounded up to the nearest whole share of common stock.

How is All In FutureTech Alliance addressing its Nasdaq minimum bid price noncompliance?

The company is implementing a 1-for-6 reverse stock split and considering other measures to support listing compliance. According to the company, this action follows a Nasdaq notice and aims to help regain and maintain compliance with continued listing requirements.