Banzai Announces Reverse Stock Split

Banzai (NASDAQ: BNZI) will implement a 1-for-20 reverse stock split of Class A and Class B common stock effective at market open on May 8, 2026.

Rhea-AI Summary

Banzai (NASDAQ: BNZI) will implement a 1-for-20 reverse stock split of Class A and Class B common stock effective at market open on May 8, 2026. The split combines every 20 pre-split shares into one post-split share and will change the Class A CUSIP to 06682J605.

Pre-split shares outstanding were 22,910,282 Class A and 677,118 Class B; post-split totals are approximately 1,145,515 Class A and 33,856 Class B. No fractional shares will be issued; fractional interests will be rounded up to whole shares.

Positive

• Shares consolidated via 1-for-20 reverse split
• Post-split Class A shares ≈ 1,145,515
• Post-split Class B shares ≈ 33,856

Negative

• Reverse split may not guarantee Nasdaq minimum bid price compliance
• Outstanding options and warrants will have reduced share counts and higher aggregate exercise prices

Argus May 6 session

-21.56% close to close Open Argus

Details

News Market Reaction – BNZI

On May 6, the day this news came out, BNZI closed 21.56% below the previous close.

Data tracked by StockTitan Argus for the May 6 session.

Key Figures

Reverse split ratio: 1-for-20 Effective date: May 8, 2026 Pre-split Class A shares: 22,910,282 shares +5 more

Reverse split ratio

1-for-20

Reverse stock split effective at market open on May 8, 2026

Effective date

May 8, 2026

Date reverse stock split becomes effective at market open

Pre-split Class A shares

22,910,282 shares

Class A Common Stock outstanding before reverse split

Pre-split Class B shares

677,118 shares

Class B Common Stock outstanding before reverse split

Post-split Class A shares

1,145,515 shares

Estimated Class A Common Stock outstanding after reverse split

Post-split Class B shares

33,856 shares

Estimated Class B Common Stock outstanding after reverse split

New CUSIP

06682J605

CUSIP Number for Class A Common Stock post-split

Transfer agent phone

800-509-5586

Contact number for Continental Stock Transfer & Trust Company

Previous Stock split Reports

2 past events · Latest: Jul 03

Same Type 2 events

1. Jul 03

   Reverse stock split

   24h Move

   -4.8%

   Announced 1-for-10 reverse split to boost price and keep Nasdaq listing.

2. Sep 19

   Reverse stock split

   24h Move

   -17.7%

   Announced 1-for-50 reverse split aimed at regaining Nasdaq compliance.

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

Key Terms

reverse stock split, nasdaq minimum bid price requirement, cusip number, stock options and warrants, +1 more

5 terms

reverse stock split financial

"the Company will effect a one-for-twenty (1-for-20) 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.

nasdaq minimum bid price requirement regulatory

"maintain compliance with the Nasdaq Minimum Bid Price Requirement, although"

A Nasdaq minimum bid price requirement is a rule that a stock must trade above a set lowest share price (commonly $1) over a defined period to remain listed. It matters to investors because falling below that floor can trigger warnings, potential delisting, or corrective steps by the company — similar to failing to meet a grade that risks losing enrollment — which can reduce liquidity, access, and share value.

cusip number financial

"will trade under a new CUSIP Number, 06682J605"

A CUSIP number is a nine-character code that uniquely identifies a specific U.S. or Canadian stock, bond, or other security, similar to a barcode or a social-security number for a financial instrument. It matters to investors because it removes confusion between similar securities, ensures trades and settlements are applied to the correct issue, and helps locate official documents and transaction records quickly.

stock options and warrants financial

"shares of Common Stock available for issuance under the Company's stock options and warrants"

Stock options and warrants are contracts that give a holder the right to buy a company’s shares at a preset price for a certain period, like holding a coupon or reservation that lets you purchase stock later at an agreed rate. They matter to investors because they provide leverage to gain from future price rises and can dilute existing shares if converted, so they affect potential returns, ownership percentage, and company valuation.

transfer agent financial

"from Continental Stock Transfer & Trust Company, the Company's transfer agent, regarding"

A transfer agent is a financial service that keeps the official record of who owns a company's shares, handles the buying and selling of those shares on paper or electronically, and issues or cancels stock certificates. Think of it as the company’s records keeper and mailroom combined—investors rely on it to make sure dividends, shareholder mailings, ownership changes, and proxy voting are processed accurately and securely, which protects ownership rights and helps prevent errors or fraud.

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

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SEATTLE, May 06, 2026 (GLOBE NEWSWIRE) -- Banzai International, Inc. (NASDAQ: BNZI) (“Banzai” or the “Company”), a leading marketing technology company that provides essential marketing and sales solutions, today announced that effective at market open on May 8, 2026, the Company will effect a one-for-twenty (1-for-20) reverse stock split of its outstanding Class A Common Stock and Class B Common Stock (together with the Class A Common Stock, the “Common Stock”).

The reverse stock split is primarily intended to increase the per share price of Banzai’s Class A Common Stock and maintain compliance with the Nasdaq Minimum Bid Price Requirement, although neither outcome is guaranteed. The Company's Class A Common Stock will continue to trade under the symbol "BNZI". Upon the effectiveness of the reverse stock split, every twenty shares of issued and outstanding Common Stock before the open of business on May 8, 2026, will be combined into one issued and outstanding share of common stock, with no change in par value per share. The Company's Class A Common Stock will open for trading on Nasdaq on May 8, 2026, on a post-split basis but will trade under a new CUSIP Number, 06682J605.

Prior to the reverse stock split, there were 22,910,282 shares of Class A Common Stock and 677,118 shares of Class B Common Stock outstanding. The number of issued and outstanding shares of Common Stock after the reverse stock split would be approximately 1,145,515 and 33,856 shares of Class A Common Stock and Class B Common Stock, respectively. No fractional shares will be issued as a result of the reverse stock split. Any fractional shares that would result from the reverse stock split will be rounded up to the nearest whole share.

The reverse stock split will affect all issued and outstanding shares of the Company's Common Stock, as well as the number of shares of Common Stock available for issuance under the Company's stock options and warrants. In addition, the reverse stock split will reduce the number of shares of Common Stock issuable upon the exercise of stock options and warrants outstanding immediately prior to the reverse split and correspondingly increase the respective aggregate exercise prices. The reverse stock split will affect all holders of Common Stock uniformly and will not alter any shareholder's percentage interest in the Company's Common Stock, except to the extent that the reverse stock split results in some shareholders experiencing an adjustment of a fractional share as described above.

Shareholders holding share certificates will receive information from Continental Stock Transfer & Trust Company, the Company's transfer agent, regarding the process for exchanging their shares of common stock. Shareholders with questions may contact our transfer agent by calling 800-509-5586.

About Banzai

Banzai is a marketing technology company that provides AI-enabled marketing and sales solutions for businesses of all sizes. On a mission to help their customers grow, Banzai enables companies of all sizes to target, engage, and measure both new and existing customers more effectively. Banzai has over 150,000 customers including Amazon, Dell, Salesforce, Aflac, Thermo Fisher Scientific, RBC Wealth Management, and Fitch Group. Learn more at www.banzai.io. For investors, please visit ir.banzai.io.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements often use words such as “believe,” “may,” “will,” “estimate,” “target,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “propose,” “plan,” “project,” “forecast,” “predict,” “potential,” “seek,” “future,” “outlook,” and similar variations and expressions. Forward-looking statements are those that do not relate strictly to historical or current facts. Examples of forward-looking statements may include, among others, statements regarding Banzai International, Inc.’s (the “Company’s”): future financial, business and operating performance and goals; annualized recurring revenue and customer retention; ongoing, future or ability to maintain or improve its financial position, cash flows, and liquidity and its expected financial needs; potential financing and ability to obtain financing; acquisition strategy and proposed acquisitions and, if completed, their potential success and financial contributions; strategy and strategic goals, including being able to capitalize on opportunities; expectations relating to the Company’s industry, outlook and market trends; total addressable market and serviceable addressable market and related projections; plans, strategies and expectations for retaining existing or acquiring new customers, increasing revenue and executing growth initiatives; and product areas of focus and additional products that may be sold in the future. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Forward-looking statements are not guarantees of future performance, and our actual results of operations, financial condition and liquidity and development of the industry in which the Company operates may differ materially from those made in or suggested by the forward-looking statements. Therefore, investors should not rely on any of these forward-looking statements. Factors that may cause actual results to differ materially include changes in the markets in which the Company operates, customer demand, the financial markets, economic, business and regulatory and other factors, such as the Company’s ability to execute on its strategy. More detailed information about risk factors can be found in the Company’s Annual Report on Form 10-K and the Company’s Quarterly Reports on Form 10-Q under the heading “Risk Factors,” and in other reports filed by the Company, including reports on Form 8-K. The Company does not undertake any duty to update forward-looking statements after the date of this press release.

Investor Relations
Dean Ditto
Chief Financial Officer, Banzai
206 414-1777
ir.banzai.io

Media
Nancy Norton
Chief Legal Officer, Banzai
media@banzai.io

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What exactly is the BNZI 1-for-20 reverse stock split effective May 8, 2026?

A 1-for-20 reverse split will combine every twenty pre-split shares into one post-split share. According to Banzai, the change is effective at market open on May 8, 2026 and will adjust outstanding common shares and CUSIP to 06682J605.

How many BNZI shares will be outstanding after the May 8, 2026 reverse split?

Post-split Class A outstanding shares will be approximately 1,145,515 and Class B approximately 33,856. According to Banzai, these figures derive from pre-split totals of 22,910,282 Class A and 677,118 Class B shares.

Will BNZI shareholders receive fractional shares after the reverse split on May 8, 2026?

No fractional shares will be issued; fractional interests will be rounded up to whole shares. According to Banzai, any fractional share that would result from the split will be rounded up to the nearest whole share.

How will the BNZI reverse split affect my stock options and warrants?

Options and warrants will have reduced share counts and proportionally higher aggregate exercise prices. According to Banzai, the reverse split reduces shares issuable on exercise and increases aggregate exercise prices uniformly.

Will the BNZI reverse split change any shareholder percentage ownership?

The reverse split will not alter a shareholder's percentage interest except for fractional rounding effects. According to Banzai, ownership percentages remain the same except where rounding of fractional shares occurs.

How can BNZI shareholders exchange share certificates after the May 8, 2026 split?

Shareholders with certificates will receive exchange instructions from the transfer agent, Continental Stock Transfer & Trust. According to Banzai, holders may contact the transfer agent at 800-509-5586 with questions about the exchange process.