Brenmiller Energy Ltd. Announces Expected Implementation of 6-for-1 Reverse Share Split

Rhea-AI Summary

Brenmiller Energy (NASDAQ: BNRG) plans to implement a 6-for-1 reverse share split of its issued and outstanding ordinary shares after market close on August 12, 2026. Post-split trading on the Nasdaq Capital Market is expected to begin on August 13, 2026 under the existing symbol BNRG.

The reverse split, approved at a Special General Meeting on July 27, 2026, will reduce outstanding ordinary shares from 4,325,329 to 720,888. Authorized share capital will remain at 150,000,000 ordinary shares and 25,000 preferred shares. Preferred share counts will be unchanged, with their conversion ratio adjusted proportionally. Fractional shares will not be issued; holdings will be rounded to the nearest whole share per the company’s Articles of Association.

Positive

• 6-for-1 reverse split reduces outstanding ordinary shares from 4,325,329 to 720,888
• Authorized capital remains at 150,000,000 ordinary shares, preserving flexibility for future issuances
• Preferred share conversion ratio adjusted proportionally, maintaining economic alignment for preferred holders

Negative

• Reverse share split may be perceived negatively by some investors despite unchanged fundamentals
• Outstanding ordinary shares reduced to 720,888, which can lower liquidity for BNRG trading

News Explained

The approved 6-for-1 reverse split remains expected after market close on August 12, 2026; it will proportionally reduce the share count and raise the per-share price without changing company value from the split itself.

Market Context

F-3 is an active resale registration in the platform record. For this announcement, that adds a sepa...

Analysis

F-3 is an active resale registration in the platform record. For this announcement, that adds a separate overhang consideration, while risk context classifies short positioning as low and reports no recent insider activity; monitoring registration status remains relevant.

Key Figures

Reverse split ratio: 6-for-1 Post-split trading date: August 13, 2026 Outstanding shares before split: 4,325,329 Ordinary Shares +3 more

6 metrics

Reverse split ratio 6-for-1 Expected implementation after market close on August 12, 2026

Post-split trading date August 13, 2026 Trading expected to begin at market open under BNRG

Outstanding shares before split 4,325,329 Ordinary Shares Before the reverse share split

Outstanding shares after split 720,888 Ordinary Shares Following the reverse share split

Authorized ordinary shares 150,000,000 ordinary shares Authorized share capital remains unchanged

Authorized preferred shares 25,000 preferred shares Authorized share capital remains unchanged

Previous Stock split Reports

4 past events · Latest: Apr 10 (Neutral)

Same Type Pattern 4 events

Date	Event	Sentiment	24h Move	Catalyst
Apr 10	Reverse share split	Neutral	+0.0%	5-for-1 reverse split implementation with post-split trading under existing BNRG symbol
Jan 21	Reverse share split	Neutral	+6.3%	7-for-1 reverse split implementation with post-split trading under existing BNRG symbol
Jun 18	Reverse split commentary	Neutral	+5.8%	Comments on reverse split tied to near-term milestones and shareholder value
Jun 17	Reverse share split	Neutral	-19.6%	5-for-1 reverse split implementation with share reduction and fractional-share rounding

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

Pattern Detected

The four tag-specific reverse-split events produced mixed reactions, with an average move of -1.85% and individual reactions ranging from -19.58% to 6.3%.

Key Terms

thermal energy storage, reverse share split, authorized share capital, conversion ratio

4 terms

thermal energy storage technical

"a leading global provider of Thermal Energy Storage ("TES") solutions"

Thermal energy storage is a technology that captures heat or cold so it can be used later, like a rechargeable battery that holds temperature instead of electricity. It matters to investors because it can lower energy costs, improve reliability for buildings and power plants, enable more use of renewable power, and create new revenue streams or cost savings for projects and companies involved in energy infrastructure.

reverse share split financial

"today announced that a reverse share split of its issued and outstanding"

A reverse share split is when a company reduces the number of its shares outstanding by combining multiple shares into one, effectively increasing the price of each share. For investors, this can help improve the company's image or meet stock exchange listing requirements, but it does not change the total value of their investment. It’s similar to turning many small pieces of a puzzle into fewer larger pieces—nothing new is added or lost, just rearranged.

authorized share capital financial

"The Company's authorized share capital will not be impacted"

The maximum number of shares a company is legally allowed to issue according to its governing documents. Think of it as the size of the blank checkbook a company keeps for selling ownership stakes: it sets an upper limit but does not mean all shares are in circulation. Investors care because a larger authorized amount makes it easier for the company to raise money or grant stock-based pay, which can dilute existing holdings and affect control and value per share.

conversion ratio financial

"the applicable conversion ratio of the Preferred Shares shall be proportionally adjusted"

The conversion ratio is the number of common shares an investor receives when a convertible security (like a bond or preferred share) or an exchangeable instrument is turned into ordinary stock. It matters because it tells investors how much ownership or dilution will occur — similar to knowing how many slices you get when you trade in a coupon — and directly affects the value you get from the convertible and the company’s future share count.

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Rosh Ha'ayin, Israel--(Newsfile Corp. - August 7, 2026) - Brenmiller Energy Ltd. (NASDAQ: BNRG) ("Brenmiller", "Brenmiller Energy" or the "Company"), a leading global provider of Thermal Energy Storage ("TES") solutions for industrial and utility customers, today announced that a reverse share split of its issued and outstanding ordinary shares, no par value per share (the "Ordinary Shares") at a ratio of 6-for-1 is expected to be implemented after market close on August 12, 2026. The Company's Ordinary Shares will begin trading on the Nasdaq Capital Market on a post-split basis at the market open on August 13, 2026 under the Company's existing trading symbol "BNRG".

The reverse share split was approved by the Company's shareholders at the Company's Special General Meeting of Shareholders held on July 27, 2026 (the "Meeting").

Following the reverse share split, the Company's outstanding Ordinary Shares will be reduced from 4,325,329 Ordinary Shares to 720,888 Ordinary Shares, proportionate to the approved reverse split ratio. The Company's authorized share capital will not be impacted by the implementation of the reverse share split and will remain 150,000,000 ordinary shares and 25,000 preferred shares following the consummation of the reverse share split.

The Company's preferred shares, no par-value each (the "Preferred Shares"), shall not be reduced as a result of the reverse share split; instead, the applicable conversion ratio of the Preferred Shares shall be proportionally adjusted to reflect the reverse share split.

No fractional shares will be issued as a result of the reverse split. In accordance with the Company's Articles of Association, all fractional shares will be rounded to the nearest whole Ordinary Share such that only shareholders holding fractional consolidated shares of more than half of the number of shares which consolidation constitutes one whole share shall be entitled to receive one consolidated share.

About Brenmiller Energy Ltd.

Brenmiller Energy (Nasdaq: BNRG) is a leading clean energy company powered by proprietary TES technology. Through its patented bGen™ technology and BrenX infrastructure initiative, Brenmiller is evolving from thermal energy storage into integrated clean heat-and-power solutions designed to help industrial and utility customers reduce emissions, improve energy economics, enhance resilience, and accelerate the transition away from fossil fuel-based energy systems. For more information, visit the Company's website at https://bren-energy.com/.

Forward-Looking Statements:

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Statements that are not statements of historical fact may be deemed to be forward-looking statements. For example, the Company is using forward-looking statements when discussing the implementation of the reverse share split. Without limiting the generality of the foregoing, words such as "plan," "project," "potential," "seek," "may," "will," "expect," "believe," "anticipate," "intend," "could," "estimate" or "continue" are intended to identify forward-looking statements. Readers are cautioned that certain important factors may affect the Company's actual results and could cause such results to differ materially from any forward-looking statements that may be made in this press release. Factors that may affect the Company's results include, but are not limited to: the Company's planned level of revenues and capital expenditures; risks associated with the adequacy of existing cash resources; the demand for and market acceptance of our products; impact of competitive products and prices; product development, commercialization or technological difficulties; the success or failure of negotiations; trade, legal, social and economic risks; and political, economic and military instability in the Middle East, specifically in Israel. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's Annual Report on Form 20-F for the year ended December 31, 2025 filed with the U.S. Securities and Exchange Commission ("SEC") on March 25, 2026, which is available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Contact:

Crescendo Communications, LLC
212-671-1020
bnrg@crescendo-ir.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/308548

FAQ

What is the reverse share split ratio for Brenmiller Energy (NASDAQ: BNRG) in August 2026?

Brenmiller Energy plans a 6-for-1 reverse share split of its ordinary shares. According to Brenmiller Energy, every six existing ordinary shares will be consolidated into one share, reducing outstanding shares while keeping authorized capital unchanged for future corporate flexibility.

When will Brenmiller Energy’s (BNRG) 6-for-1 reverse share split take effect and start trading?

The reverse share split is expected after market close on August 12, 2026. According to Brenmiller Energy, BNRG shares will begin trading on a post-split basis on the Nasdaq Capital Market at the market open on August 13, 2026, under the same ticker.

How will Brenmiller Energy’s reverse split affect the number of BNRG shares outstanding?

The reverse split will reduce outstanding ordinary shares from 4,325,329 to 720,888. According to Brenmiller Energy, this change reflects the 6-for-1 consolidation ratio and does not alter total authorized share capital, only the number of issued and outstanding ordinary shares.

Will Brenmiller Energy’s authorized share capital change after the BNRG reverse split?

The authorized share capital will remain unchanged after the reverse split. According to Brenmiller Energy, authorized capital stays at 150,000,000 ordinary shares and 25,000 preferred shares, meaning only the issued and outstanding ordinary share count is affected by the consolidation.

How are Brenmiller Energy (BNRG) preferred shares treated in the reverse share split?

Preferred share counts will not be reduced by the reverse split. According to Brenmiller Energy, instead of changing the number of preferred shares, the applicable conversion ratio will be adjusted proportionally so preferred holders’ economic interests reflect the 6-for-1 ordinary share consolidation.

What happens to fractional shares in Brenmiller Energy’s 6-for-1 reverse split?

No fractional shares will be issued in the reverse split. According to Brenmiller Energy, fractional holdings are rounded to the nearest whole ordinary share, and only holders with more than half of the consolidation unit receive one consolidated share under the Articles of Association.