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Following Stockholder Approval, BIO-key Announces 1-for-10 Reverse Stock Split

(Very High)
(Neutral)

BIO-key (Nasdaq: BKYI) announced a 1-for-10 reverse stock split effective with the opening of trading on April 30, 2026. The company had ~10.9 million shares outstanding as of April 28, 2026; post-split it will have ~1.1 million shares outstanding.

The Board approved the ratio after stockholder approval to assist BIO-key in regaining compliance with the Nasdaq minimum bid price requirement. According to the company, management is executing growth goals that include achieving profitability in the first half of 2026.

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Positive

  • Reverse split ratio set at 1-for-10
  • Shares outstanding reduced from ~10.9M to ~1.1M
  • Effective date scheduled for April 30, 2026
  • Company objective to regain Nasdaq minimum bid price compliance

Negative

  • Pre-split noncompliance with minimum bid price requirement implied
  • Outstanding shares cut by ~90%, which may affect trading liquidity
  • Outcome uncertain — split assists compliance but does not guarantee continued listing

News Market Reaction – BKYI

-14.32%
8 alerts
-14.32% Session close to close
-14.8% Trough in 30 hr 16 min
$6.49M Market Cap
1.4x Rel. Volume

In the Apr 28 session, BKYI declined 14.32%, reflecting a significant negative market reaction. Argus tracked a trough of -14.8% from its starting point during tracking. Our momentum scanner triggered 8 alerts that day, indicating moderate trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -14.3% in the session following this news. A negative reaction despite the mechani...
Analysis

The stock dropped -14.3% in the session following this news. A negative reaction despite the mechanical nature of a reverse split would fit BKYI’s pattern of selling pressure around compliance and filing headlines, such as the Nasdaq non-compliance notice on Apr 22, 2026. While management has outlined expected 50% first-half 2026 revenue growth and profitability, reverse splits often refocus attention on historical price weakness. Investors would likely monitor trading dynamics with about 1.1M post-split shares and how quickly the company resolves its reporting delays.

Key Figures

Reverse split ratio: 1-for-10 Pre-split shares: 10.9 million shares Post-split shares: 1.1 million shares +1 more
4 metrics
Reverse split ratio 1-for-10 Approved reverse stock split effective April 30, 2026
Pre-split shares 10.9 million shares Common stock issued and outstanding as of April 28, 2026
Post-split shares 1.1 million shares Estimated common stock outstanding after 1-for-10 split
Split effective date April 30, 2026 Reverse stock split effective with commencement of trading

Historical Context

5 past events · Latest: Apr 22 (Negative)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 22 Nasdaq non-compliance Negative -5.5% Notice of non-compliance for delayed Form 10-K filing from Nasdaq.
Apr 16 Outlook update Positive +6.3% Guidance for ~50% 1H 2026 revenue growth and expected profitability.
Mar 31 Earnings results Negative -11.3% 2025 revenue decline and wider net loss despite stronger cash position.
Mar 25 Investor call notice Neutral +6.3% Announcement of upcoming year-end investor call and webcast details.
Mar 12 Strategic partnership Positive +4.3% Partnership with TD SYNNEX Public Sector to expand IAM solutions reach.

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

Pattern Detected

BKYI has recently seen aligned price moves on both positive growth updates and compliance-related setbacks, with occasional rallies on neutral event announcements.

Recent Company History

Over the last few months, BKYI news has mixed operational progress with listing and filing challenges. A Mar 12, 2026 partnership with TD SYNNEX Public Sector lifted shares, as did a Mar 25, 2026 investor call announcement. However, 2025 results on Mar 31, 2026 and a Nasdaq non-compliance notice on Apr 22, 2026 coincided with declines. A 50% first-half 2026 revenue growth outlook on Apr 16, 2026 drew a positive reaction. Today’s reverse split follows stockholder approvals and earlier non-compliance notices.

Key Terms

reverse stock split, minimum bid price requirement
2 terms
reverse stock split financial
"it has approved a 1-for-10 reverse stock split that will become effective"
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.
minimum bid price requirement regulatory
"to assist the Company in its effort to regain compliance with the 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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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HOLMDEL, N.J., April 28, 2026 (GLOBE NEWSWIRE) -- BIO-key® International, Inc. (Nasdaq: BKYI), a global leader in Identity and Access Management (IAM) and biometric authentication technologies, today announced that it has approved a 1-for-10 reverse stock split that will become effective with the commencement of trading on April 30, 2026.

BIO-key stockholders approved a proposal last week to allow the Board to proceed with a reverse split to assist the Company in its effort to regain compliance with the minimum bid price requirement.

BIO-key had approximately 10.9 million shares of common stock issued and outstanding as of April 28, 2026. After giving effect to the 1-for-10 reverse stock split, BIO-key will have approximately 1.1 million shares of common stock issued and outstanding.

BIO-key CEO Michael DePasquale commented, “The Board’s decision to set the ratio at 1-for-10 was intended to position our common stock for minimum bid price compliance as we execute on our growth goals, including profitability in the first half of 2026.”

About BIO-key International, Inc. (www.BIO-key.com)
BIO-key is revolutionizing authentication and cybersecurity with biometric-centric, multi-factor identity and access management (IAM) software securing access for over forty million users. BIO-key allows customers to choose the right authentication factors for diverse use cases, including phoneless, tokenless, and passwordless biometric options. Its cloud-hosted or on-premise PortalGuard IAM solution provides cost-effective, easy-to-deploy, convenient, and secure access to computers, information, applications, and high-value transactions.

BIO-key Safe Harbor Statement

All statements contained in this press release other than statements of historical facts are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 (the “Act”). The words “estimate,” “project,” “intends,” “expects,” “anticipates,” “believes” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements are made based on management’s beliefs, as well as assumptions made by, and information currently available to, management pursuant to the “safe-harbor” provisions of the Act. These statements are not guarantees of future performance or events and are subject to risks and uncertainties that may cause actual results to differ materially from those included within or implied by such forward-looking statements. These risks and uncertainties include, without limitation, our history of losses and limited revenue; our ability to raise additional capital to satisfy working capital needs; our ability to continue as a going concern; our ability to protect our intellectual property; changes in business conditions; changes in our sales strategy and product development plans; changes in the marketplace; continued services of our executive management team; security breaches; competition in the biometric technology and identity access management industries; market acceptance of biometric products generally and our products under development; our ability to convert sales opportunities to customer contracts; our ability to expand into Asia, Africa and other foreign markets; our ability to migrate Swivel Secure customers to BIO-key and Portal Guard offerings; our ability to execute definitive agreements with Fiber Food Systems and/or its customers to utilize our access management solutions; our ability to integrate our solutions into any of Fiber Food System’s offerings; fluctuations in foreign currency exchange rates; the duration and extent of continued hostilities in Ukraine and its impact on our European customers; the impact of tariffs and other trade barriers which may make it more costly for us to import inventory from China and Hong Kong and certain product components from South Korea; delays in the development of products, the commercial, reputational and regulatory risks to our business that may arise as a consequence of non-compliance with Securities and Exchange Commission (“SEC”) and Nasdaq periodic reporting requirements; our temporary loss of the use of a Registration Statement on Form S-3 to register securities in the future; any disruption to our business that may occur on a longer-term basis should we be unable to continue to maintain effective internal controls over financial reporting, and statements of assumption underlying any of the foregoing as well as other factors set forth under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 and other filings with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as required by law, we undertake no obligation to disclose any revision to these forward-looking statements whether as a result of new information, future events, or otherwise.

Engage with BIO-key:
Facebook – Corporate:https://www.facebook.com/BIOkeyInternational/
LinkedIn – Corporate:https://www.linkedin.com/company/bio-key-international
X – Corporate:@BIOkeyIntl
X – Investors:@BIO_keyIR
StockTwits:BIO_keyIR


Investor Contacts:
William Jones, David Collins
Catalyst IR
BKYI@catalyst-ir.com or 212-924-9800


FAQ

What is the reverse stock split ratio for BIO-key (BKYI)?

The reverse stock split ratio is 1-for-10. According to the company, each ten pre-split shares will be combined into one post-split share effective at market open on April 30, 2026.

When will the BIO-key (BKYI) reverse split take effect?

The reverse split becomes effective with the commencement of trading on April 30, 2026. According to the company, that is the first trading day when the reduced share count will be reflected.

How many BIO-key (BKYI) shares will be outstanding after the reverse split?

Post-split shares outstanding will be approximately 1.1 million. According to the company, this reflects the 1-for-10 consolidation from about 10.9 million shares on April 28, 2026.

Why did BIO-key (BKYI) approve the 1-for-10 reverse split?

The company approved the split to assist in regaining compliance with the Nasdaq minimum bid price requirement. According to the company, shareholders previously authorized the Board to proceed.

What does the BIO-key (BKYI) reverse split mean for shareholders?

Shareholders will hold one post-split share for every ten pre-split shares, preserving proportional ownership. According to the company, the change is intended to improve compliance with listing rules, not to alter ownership percentages.