STOCK TITAN

Change Agents Announces 1-for-20 Reverse Stock Split

(Very Negative)

Change Agents (Nasdaq: CHGA) will implement a 1-for-20 reverse stock split of its common stock, effective at 4:01 p.m. ET on August 28, 2026. Split‑adjusted trading is expected to begin on August 31, 2026 under the symbol CHGA with new CUSIP 05344R401.

Every 20 pre-split shares will be combined into 1 share, with no fractional shares issued; fractions will be rounded up to a whole share. Outstanding shares are expected to decrease from approximately 21.1 million to about 1.05 million, with an estimated public float of roughly 930,000 shares. The action, which does not change authorized share count or par value, is intended to help regain compliance with Nasdaq’s $1.00 minimum bid price requirement.

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Positive

  • 1-for-20 reverse split implemented to help regain Nasdaq $1.00 bid-price compliance
  • Outstanding shares expected to drop from ~21.1 million to ~1.05 million
  • Public float targeted at approximately 930,000 shares post-split

Negative

  • Nasdaq bid-price issue prompts need to regain compliance with $1.00 minimum
  • Reverse stock split consolidates shareholder positions at a 20-to-1 ratio

News Explained

The split changes share and instrument terms, not company value by itself; June 30 cash was $39,221, equal to 5.1 days at the outflow rate.

Before the scheduled Change Agents reverse split takes effect on August 28, 2026, the release says equity awards, warrants, and incentive-plan share limits will be adjusted under their terms, including applicable exercise prices.

A reverse stock split consolidates shares and raises the per-share price proportionally; the split itself does not change company value.

The latest quarterly figures, as of June 30, 2026, show $39,221 of cash and $695,676 of negative operating cash flow; at that reported operating cash-use rate, the cash equals 5.1 days.

Sources and calculations
  • Available liquidity against the last reported quarterly operating outflow, in days at that rate $39,221 / ($695,676 / 91) = 5.1 days

Market Context

The stock is down -6.2% following this news. A prior AI-related announcement was followed by a -2.09...
Analysis

The stock is down -6.2% following this news. A prior AI-related announcement was followed by a -2.09% 24-hour reaction. That company-specific comparison provided a downside precedent; short positioning was low, while financing-related filings documented material dilution risk.

Key Figures

Reverse split ratio: 1-for-20 Pre-split shares outstanding: 21.1 million shares Post-split shares outstanding: 1.05 million shares +4 more
7 metrics
Reverse split ratio 1-for-20 Effective August 28, 2026
Pre-split shares outstanding 21.1 million shares Before the reverse stock split
Post-split shares outstanding 1.05 million shares Expected following the reverse stock split
Public float 930,000 shares Expected following the reverse stock split
Minimum bid price $1.00 per share Nasdaq continued-listing requirement
Effective time 4:01 p.m. Eastern Time August 28, 2026
Split-adjusted trading date August 31, 2026 Expected start of split-adjusted trading

Historical Context

2 past events · Latest: Aug 11 (Positive)
Pattern 2 events
Date Event Sentiment 24h Move Catalyst
Aug 11 defense strategy expansion Positive -2.1% IDGA membership and Counter-UAS Summit participation supported an AI-enabled defense strategy.
Aug 04 counter-drone launch Positive +5.5% Launched Autonomous Air Defense LLC and appointed Major General Malcolm Frost to advisory boards.

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

Pattern Detected

Recent strategic announcements produced mixed reactions, with one positive announcement aligned with the move and one announcement diverging from it.

Key Terms

reverse stock split, public float, cusip, treasury stock
4 terms
reverse stock split financial
"implement a 1-for-20 reverse stock split of its issued common stock"
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.
public float financial
"an estimated public float of approximately 930,000 shares"
Public float is the total number of a company's shares that are available for trading by the general public. It excludes shares held by company insiders or large stakeholders who are unlikely to sell them easily. This figure helps investors understand how much of the company's stock is actively available, which can influence its liquidity and how easily its price might change.
cusip technical
"The new CUSIP number for the Common Stock will be 05344R401"
A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.
View in glossary
treasury stock financial
"issued and outstanding or held as treasury stock"
Treasury stock is shares that a company has bought back from the public and kept in its own control rather than retiring them. Think of it like a company holding its own tickets in a drawer: those shares no longer vote or receive dividends while held, but the company can reissue or retire them later; this reduces the number of shares available to outside investors and can boost per‑share earnings and influence ownership and stock price.
View in glossary

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Following the reverse split, the Company expects to have approximately 1.05 million shares outstanding and an estimated public float of approximately 930,000 shares

FREEHOLD, N.J., Aug. 27, 2026 (GLOBE NEWSWIRE) -- Change Agents Corporation ("Change Agents" or the "Company") (Nasdaq: CHGA), a developer of agentic artificial intelligence (“AI”) software solutions, today announced that it will implement a 1-for-20 reverse stock split of its issued common stock, par value $0.0001 (“Common Stock”), (the “Reverse Stock Split”), effective at 4:01 p.m. Eastern Time on August 28, 2026 (the “Effective Time”). The Company’s Common Stock is expected to begin trading on a split-adjusted basis when the market opens on August 31, 2026, and continue to trade on The Nasdaq Capital Market under the symbol “CHGA.” The new CUSIP number for the Common Stock will be 05344R401.

The primary goal of the Reverse Stock Split is to increase the per share market price of the Common Stock to regain compliance with the minimum $1.00 per share bid price requirement set forth in Nasdaq’s listing rules for continued listing on the Nasdaq.

At the Effective Time, every twenty (20) shares of the Company’s Common Stock issued and outstanding or held as treasury stock will automatically be combined into one (1) share of Common Stock. No fractional shares will be issued in connection with the Reverse Stock Split. Any stockholder who would otherwise be entitled to receive a fractional share will instead be entitled to receive one whole share of Common Stock in lieu of such fractional share. Once effective, the Reverse Stock Split is expected to reduce the number of issued and outstanding shares of Common Stock from approximately 21.1 million shares to approximately 1.05 million shares, with an estimated public float of approximately 930,000 shares following the Reverse Stock Split. The Reverse Stock Split will not change the number of authorized shares of the Company’s Common Stock or the par value per share of the Company’s Common Stock.

As a result of the Reverse Stock Split, equitable adjustments will be made to the number of shares of the Common Stock issuable upon exercise of the Company’s equity awards and warrants and the number of shares issuable under the Company’s equity incentive plans, as well as the applicable exercise prices for such equity awards and warrants, in accordance with their terms.

VStock Transfer LLC is acting as transfer and exchange agent for the Reverse Stock Split. Registered stockholders who hold shares of Common Stock in uncertificated form are not required to take any action to receive post-reverse split shares and holders of certificated shares will receive instructions from the VStock Transfer LLC. Stockholders owning shares through an account at a brokerage firm, bank, dealer, custodian or other similar organization acting as nominee will have their positions automatically adjusted to reflect the Reverse Stock Split, subject to such broker’s particular processes, and will not be required to take any action in connection with the Reverse Stock Split.

“The reverse stock split is an important step toward maintaining our Nasdaq listing while establishing a more streamlined capital structure," said Meng Li, Change Agents’ Interim Chief Executive Officer and Chief Operating Officer. “Following the split, we expect to have approximately 1.05 million shares outstanding and an estimated public float of approximately 930,000 shares. We believe this structure can enhance our visibility among a broader universe of investors as we continue to execute our growth strategy.”

Additional information about the Reverse Stock Split can be found in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 17, 2026, which is available free of charge at the SEC’s website at www.sec.gov, and on the Company’s website Investor Relations at https://ir.changeagentscorp.com/.

About Change Agents Corp.

Change Agents Corp. (Nasdaq: CHGA) is an artificial intelligence software company focused on developing agentic AI applications designed to help small businesses, brands, and content creators increase revenue, improve digital discoverability, and automate content creation. The Company's current portfolio includes Beacon, an AI Search Optimization platform, and Catch-Up, an autonomous AI-powered content creation platform. Through its scalable Software-as-a-Service (SaaS) business model, Change Agents is focused on delivering innovative AI solutions that create measurable customer value while generating recurring subscription revenue and long-term shareholder returns.

The Company is seeking to expand into various high growth sectors that are expected to benefit from artificial intelligence.

Change Agents is also distributing the KetoAir™ breathalyzer device a non-invasive consumer breathalyzer that measures ketosis levels and is sold in North America, which is registered with the U.S. Food and Drug Administration as a Class I medical device.

For more information about Change Agents Corporation, please visit www.changeagentscorp.com.

Forward-Looking Statements

Certain statements contained in this press release are “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements are made based on our expectations and beliefs concerning future events impacting the Company and therefore involve several risks and uncertainties. You can identify these statements by the fact that they use words such as “will”, “anticipate”, “estimate”, “expect”, “should”, “may”, and other words and terms of similar meaning or use of future dates; however, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact, including statements regarding the Company’s commercialization, distribution and sales of its products and the product’s ability to compete with other similar products. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors as disclosed in our filings with the SEC, accessible through the SEC’s website (http://www.sec.gov), including our most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed or furnished with the SEC. In addition to these factors, actual future performance, outcomes, and results may differ materially because of more general factors, including (without limitation) general industry and market conditions and growth rates, economic conditions, and governmental and public policy changes. The forward-looking statements included in this press release represent the Company's views as of the date of this press release and these views could change. The Company disclaims any obligation to update forward-looking statements. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of the press release. The contents of any website referenced in this press release are not incorporated by reference herein.

Contact Information:
Change Agents Corp.
ir@changeagentscorp.com

Investor Relations:
Crescendo Communications, LLC
Tel: (212) 671-1020 Ext. 304
CHGA@crescendo-ir.com


FAQ

What is the Change Agents (NASDAQ: CHGA) reverse stock split ratio and effective date?

Change Agents is implementing a 1-for-20 reverse stock split, effective at 4:01 p.m. Eastern Time on August 28, 2026. According to Change Agents, trading on a split-adjusted basis is expected to begin on August 31, 2026 on the Nasdaq Capital Market.

How many Change Agents (CHGA) shares will be outstanding after the 1-for-20 reverse split?

After the reverse split, Change Agents expects about 1.05 million shares outstanding. According to Change Agents, this reflects a reduction from approximately 21.1 million pre-split shares as every 20 existing shares of common stock are automatically combined into one new share.

What will be the public float of Change Agents (CHGA) after the reverse stock split?

The public float is expected to be approximately 930,000 shares after the reverse split. According to Change Agents, this estimate reflects the reduced number of issued and outstanding shares following the 1-for-20 consolidation of its common stock on Nasdaq.

Why is Change Agents (NASDAQ: CHGA) doing a reverse stock split in August 2026?

The reverse split aims to increase CHGA’s per share price to meet Nasdaq rules. According to Change Agents, the primary goal is to regain compliance with the $1.00 minimum bid price requirement for continued listing on the Nasdaq Capital Market.

Will Change Agents (CHGA) issue fractional shares in the 1-for-20 reverse split?

No, Change Agents will not issue fractional shares in the reverse split. According to Change Agents, any shareholder otherwise entitled to a fractional share will instead receive one whole share of common stock in lieu of that fractional share position.

Does the Change Agents (CHGA) reverse split affect authorized shares or par value?

The reverse stock split does not change Change Agents’ authorized shares or par value. According to Change Agents, only the number of issued and outstanding shares and related equity award and warrant amounts and exercise prices will be equitably adjusted under existing terms.

How will brokers and registered holders handle Change Agents (CHGA) reverse split share adjustments?

Share adjustments will occur automatically through brokers and the transfer agent. According to Change Agents, VStock Transfer will manage exchanges, while brokerage, bank, and custodian accounts will be updated to reflect split-adjusted CHGA positions without shareholder action, subject to each intermediary’s processes.