FCHL to Effect Share Consolidation on May 4, 2026

Fitness Champs Holdings (NASDAQ: FCHL) will effect a 30-for-1 share consolidation with an effective marketplace date of May 4, 2026 to enable compliance with Nasdaq Marketplace Rule 5550(a)(2).

Rhea-AI Summary

Fitness Champs Holdings (NASDAQ: FCHL) will effect a 30-for-1 share consolidation with an effective marketplace date of May 4, 2026 to enable compliance with Nasdaq Marketplace Rule 5550(a)(2). Trading will continue under the symbol FCHL but with a new CUSIP G3580P307.

Each 30 ordinary shares will combine into one share automatically; Class A outstanding shares will reduce from 36,950,899 to approximately 1,231,697, and Class B shares from 580,524 to approximately 19,351, subject to rounding. No fractional shares will be issued; shareholders will receive one whole share in lieu of any fractional interest.

Positive

• Enables compliance with Nasdaq Marketplace Rule 5550(a)(2)
• Authorized consolidation ratio set at 30-for-1
• Class A shares reduced from 36,950,899 to ~1,231,697
• Class B shares reduced from 580,524 to ~19,351

Negative

• Outstanding share count will fall ~96.7% for Class A due to the 30-for-1 consolidation
• Trading will occur under a new CUSIP G3580P307, requiring shareholder record updates

Argus Apr 30 session

-25.16% close to close Open Argus

Details

News Market Reaction – FCHL

In the Apr 30 session, FCHL declined 25.16%, reflecting a significant negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -25.2% in the session following this news. A negative reaction despite the largely...

Analysis

The stock dropped -25.2% in the session following this news. A negative reaction despite the largely procedural nature of this 30-for-1 consolidation fits prior patterns, where offerings and an earlier 15-for-1 consolidation were followed by declines. The reduction of Class A shares from 36,950,899 to about 1,231,697 is significant, and repeated capital-structure adjustments may have reinforced caution, particularly with shares already trading near the 52-week low.

Key Figures

Share consolidation ratio: 30-for-1 Pre-consolidation Class A shares: 36,950,899 shares Post-consolidation Class A shares: 1,231,697 shares +5 more

Share consolidation ratio

30-for-1

Board-approved consolidation effective May 4, 2026

Pre-consolidation Class A shares

36,950,899 shares

Issued and outstanding as of Apr 29, 2026

Post-consolidation Class A shares

1,231,697 shares

Expected issued and outstanding after consolidation

Pre-consolidation Class B shares

580,524 shares

Issued and outstanding before 30-for-1 consolidation

Post-consolidation Class B shares

19,351 shares

Expected issued and outstanding after consolidation

Effective date

May 4, 2026

Marketplace effective date for split-adjusted trading

Previous close price

$0.1407

Price before announcement; 24h change -1.54%

52-week range

$0.13 – $114.6

Current price near 52-week low and far below high

Historical Context

5 past events · Latest: Apr 17

5 events

1. Apr 17

   Public offering

   24h Move

   -76.9%

   Best-efforts public unit offering expected to raise about $5M gross.

2. Mar 18

   Share consolidation

   24h Move

   -17.1%

   15-for-1 share consolidation to help regain Nasdaq Rule 5550(a)(2) compliance.

3. Feb 27

   EGM announcement

   24h Move

   -4.4%

   Announcement of Extraordinary General Meeting scheduled for Mar 20, 2026.

4. Dec 31

   EGM announcement

   24h Move

   -6.8%

   Call for Extraordinary General Meeting on Jan 23, 2026 with voting details.

5. Dec 29

   Earnings update

   24h Move

   -3.3%

   Six-month FY2025 results showed revenue decline, margin compression, and net loss.

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

Key Terms

share consolidation, nasdaq marketplace rule 5550(a)(2), class a ordinary shares, class b ordinary shares, +2 more

6 terms

share consolidation financial

"the authorized, issued, and outstanding shares of the Company be consolidated"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

nasdaq marketplace rule 5550(a)(2) regulatory

"The objective of the share consolidation is to enable the Company to ensure compliance"

Nasdaq Marketplace Rule 5550(a)(2) sets a minimum share price requirement for companies listed on the Nasdaq Capital Market, typically requiring that a company’s common stock maintain a closing bid of at least $1.00 per share. It matters to investors because failure to meet this threshold can trigger a delisting review, which is similar to failing a safety inspection: the stock may be removed from the exchange or force corporate actions (like a reverse split) that change liquidity, visibility, and how easy it is to buy or sell the shares.

class a ordinary shares financial

"the Company’s Class A ordinary shares will trade on the Nasdaq Capital Market"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

class b ordinary shares financial

"the number of issued and outstanding Class B ordinary shares of the Company"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

cusip regulatory

"under the same symbol “FCHL” but under a new CUSIP number, G3580P307"

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.

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fractional shares financial

"No fractional shares will be issued to any shareholders in connection with the share"

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.

View in glossary

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SINGAPORE, April 30, 2026 (GLOBE NEWSWIRE) -- Fitness Champs Holdings Limited (“Fitness Champs Holdings”, “FCHL” or the “Company”) (NASDAQ: FCHL), a distinguished aquatic sports education provider in Singapore, today announced that the Company’s board of directors approved on March 24, 2026 that the authorized, issued, and outstanding shares of the Company be consolidated on a 30 for 1 ratio with the marketplace effective date of May 4, 2026.

The objective of the share consolidation is to enable the Company to ensure compliance with Nasdaq Marketplace Rule 5550(a)(2).

Beginning with the opening of trading on May 4, 2026, the Company’s Class A ordinary shares will trade on the Nasdaq Capital Market on a split-adjusted basis, under the same symbol “FCHL” but under a new CUSIP number, G3580P307.

As a result of the share consolidation, each 30 ordinary shares outstanding will automatically combine and convert to one issued and outstanding ordinary share without any action on the part of the shareholders. The number of issued and outstanding Class A ordinary shares of the Company as of April 29, 2026 will be correspondingly reduced from 36,950,899 to approximately 1,231,697, and the number of issued and outstanding Class B ordinary shares of the Company will be correspondingly reduced from 580,524 to approximately 19,351, in each case subject to adjustment for rounding. No fractional shares will be issued to any shareholders in connection with the share consolidation, and each shareholder will be entitled to receive one share of the Company in lieu of the fractional share of that class that would have resulted from the share consolidation.

About Fitness Champs Holdings Limited

Fitness Champs Holdings Limited is a distinguished aquatic sports education provider, offering general swimming lessons to children and adults, with ladies-only swimming lessons available, as well as aquatic sports classes such as competitive swimming and lifesaving. The Company is one of the largest providers of swimming lessons to children enrolled in public schools under the Ministry of Education of Singapore in Singapore through the SwimSafer program, and has been offering private swimming lessons to children, youths and adults under its brand “Fitness Champs” since 2012. The Company aims to make swimming an enjoyable and affordable sport for children and adults, for water safety and as a way of keeping fit and healthy. Fitness Champs also plans to grow into a diversified sports education provider by expanding its offerings to include other sports such as pickleball. For more information, please visit the Company’s website at https://ir.fitnesschamps.sg/.

For investor and media inquiries, please contact:

Email: ir@fitnesschampsaquatics.com

FAQ

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

What is the effective date of the FCHL 30-for-1 share consolidation?

The consolidation becomes effective on May 4, 2026. According to the company, trading will commence that day on a split-adjusted basis under the same symbol FCHL but with a new CUSIP G3580P307.

How many FCHL shares will I hold after the 30-for-1 consolidation?

Each 30 ordinary shares will convert into one issued share after consolidation. According to the company, Class A shares will be reduced to about 1,231,697 and Class B to about 19,351, subject to rounding.

Will FCHL issue fractional shares in the May 4, 2026 consolidation?

No fractional shares will be issued in connection with the consolidation. According to the company, shareholders entitled to fractional interests will receive one whole share instead of a fractional share of that class.

Will FCHL keep the same ticker symbol after the share consolidation?

Yes. The company will continue to trade under the symbol FCHL. According to the company, the shares will be split-adjusted for trading but will carry a new CUSIP number G3580P307.

Why is FCHL performing the 30-for-1 share consolidation?

The objective is to enable compliance with Nasdaq Marketplace Rule 5550(a)(2). According to the company, the board approved the consolidation to ensure the company meets Nasdaq listing criteria.