HeartCore Announces 1-for-20 Reverse Stock Split

Rhea-AI Summary

HeartCore (NASDAQ: HTCR) approved a 1-for-20 reverse stock split effective April 2, 2026 at 4:00 p.m. ET, with trading expected on a split-adjusted basis under a new CUSIP (42240Q203) on Nasdaq beginning April 6, 2026.

The Reverse Split is intended to increase the per-share price to regain compliance with Nasdaq's $1.00 minimum bid requirement. Outstanding options, restricted stock units, and plan reserves will be proportionally adjusted; fractional shares will be rounded up. Transfer agent Transhare Corporation will handle certificate exchanges.

Positive

• Reverse split ratio set at 1-for-20 effective April 2, 2026
• Action intended to regain Nasdaq $1.00 minimum bid compliance
• Outstanding options and RSUs will be proportionally adjusted

Negative

• Issued shares will be reduced by a factor of 20, lowering public float
• Reverse split reflects prior non-compliance with Nasdaq’s $1.00 minimum bid

News Market Reaction – HTCR

-26.13% 6.2x vol

17 alerts

-26.13% News Effect

-35.6% Trough in 3 hr 26 min

-$2M Valuation Impact

$5.70M Market Cap

6.2x Rel. Volume

On the day this news was published, HTCR declined 26.13%, reflecting a significant negative market reaction. Argus tracked a trough of -35.6% from its starting point during tracking. Our momentum scanner triggered 17 alerts that day, indicating notable trading interest and price volatility. This price movement removed approximately $2M from the company's valuation, bringing the market cap to $5.70M at that time. Trading volume was exceptionally heavy at 6.2x the daily average, suggesting significant selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Reverse split ratio: 1-for-20 Effective date: April 2, 2026 New CUSIP: 42240Q 203 +2 more

5 metrics

Reverse split ratio 1-for-20 Board-approved reverse stock split of common shares

Effective date April 2, 2026 Reverse split effective at 4:00 p.m. Eastern Time

New CUSIP 42240Q 203 CUSIP for post-split common stock on Nasdaq

Nasdaq bid requirement $1.00 Minimum bid price threshold for continued listing

Split share conversion 20-to-1 Each 20 pre-split shares become 1 post-split share

Market Reality Check

Price: $3.56 Vol: Volume 151,758 is below t...

normal vol

$3.56 Last Close

Volume Volume 151,758 is below the 20-day average of 192,690 ahead of the reverse split. normal

Technical Shares at $0.2243 are trading below the 200-day MA of $0.53, far under the $1.67 52-week high.

Peers on Argus

HTCR traded at $0.2243 (+3.94%) while 4 peers flagged by momentum screens also m...

4 Up

HTCR traded at $0.2243 (+3.94%) while 4 peers flagged by momentum screens also moved up (median change about 7.5%), suggesting broader sector strength alongside the reverse split news.

Historical Context

5 past events · Latest: Feb 24 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 24	Share repurchase plan	Positive	+14.0%	Authorized $2.0M buyback after noting net assets above market cap.
Feb 11	Preliminary earnings	Positive	-1.7%	Preliminary FY2025 results with $8.5M–$9.5M revenue and return to profit.
Nov 18	Q3 earnings	Negative	-18.7%	Q3 revenue drop to $3.0M vs $16.2M and weaker YTD metrics.
Nov 10	Nasdaq extension	Negative	-14.2%	Received 180-day extension to regain $1.00 minimum bid compliance.
Oct 31	Business divestiture	Positive	+7.2%	Sold software subsidiary for ~¥1.8B and declared $0.13 per-share distribution.

Pattern Detected

HTCR’s price usually moved in the same direction as news tone, with one divergence on preliminary FY2025 results.

Recent Company History

Over the last six months, HTCR has restructured around its Go IPO consulting business, divesting HeartCore Japan for about ¥1.8 billion and paying a $0.13 per share distribution. It later received a 180-day Nasdaq bid-price extension to May 1, 2026. Earnings updates showed profitability despite lower revenue, and a $2.0 million repurchase authorization boosted shares. Today’s reverse split fits into efforts to address the persistent sub-$1.00 share price and listing pressure.

Market Pulse Summary

The stock dropped -26.1% in the session following this news. A negative reaction despite the reverse...

Analysis

The stock dropped -26.1% in the session following this news. A negative reaction despite the reverse split would fit a pattern where listing compliance steps, like prior Nasdaq bid-price extensions, coincided with pressure on HTCR’s shares. The low pre-split price of $0.2243 and history of sharp post-news swings, including double-digit percentage drops around earnings updates, could have amplified downside. Reverse splits alone do not change fundamentals, so sentiment around the broader restructuring remained important.

Key Terms

reverse stock split, cusip, par value, equity incentive plans, +2 more

6 terms

reverse stock split financial

"approved a 1-for-20 reverse stock split of its issued and outstanding"

A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.

cusip financial

"expected to begin trading under a new CUSIP number, 42240Q 203, on the"

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.

par value financial

"The authorized number of shares, and par value per share, of the Company’s"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

equity incentive plans financial

"authorized and reserved for issuance pursuant to the Company's equity incentive plans."

Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.

book-entry technical

"Stockholders holding their shares electronically in book-entry form are not required"

A book-entry is an electronic record that shows who legally owns a share, bond or other security instead of a paper certificate. Think of it like a bank ledger entry that tracks ownership and transfers; it makes buying, selling, dividend payments and ownership checks faster, cheaper and less risky for investors because nothing physical needs to be moved or stored.

transfer agent financial

"the Company’s transfer agent, Transhare Corporation, will send instructions"

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. Not financial advice.

NEW YORK and TOKYO, April 01, 2026 (GLOBE NEWSWIRE) -- HeartCore Enterprises, Inc. (NASDAQ: HTCR) (“HeartCore” or the “Company”), an IPO consulting services company based in Tokyo, today announced that its Board of Directors approved a 1-for-20 reverse stock split of its issued and outstanding common stock (the “Reverse Split”). As previously announced, on June 30, 2025, HeartCore stockholders approved the Reverse Split and granted the Board of Directors the authority to determine the exact split ratio (within the range approved by stockholders) and when to proceed with the Reverse Split.

The Reverse Split will become effective on April 2, 2026 at 4:00 p.m. Eastern Time (“Effective Time”) and the Company's common stock is expected to begin trading under a new CUSIP number, 42240Q 203, on the Nasdaq Capital Market (“Nasdaq”) on April 6, 2026, on a Reverse Split-adjusted basis. The Reverse Split is intended to increase the price per share of the Company’s common stock to enable the Company to regain compliance with the $1.00 minimum bid price requirement for continued listing on Nasdaq.

As of the Effective Time, issued and outstanding shares of the Company’s common stock will automatically be reclassified such that each 20 shares of pre-Reverse Split common stock will become one share of common stock, with any fractional shares of common stock resulting being rounded up to the nearest whole share of common stock. The authorized number of shares, and par value per share, of the Company’s common stock will not be affected by the Reverse Split. Proportional adjustments will be made to the number of shares of common stock issuable upon the exercise of the Company's outstanding options and restricted stock units, and the number of shares authorized and reserved for issuance pursuant to the Company's equity incentive plans.

Stockholders holding their shares electronically in book-entry form are not required to take any action to receive post-Reverse Split shares. Stockholders owning shares through a bank, broker, or other nominee will have their positions automatically adjusted to reflect the Reverse Split, subject to brokers’ particular processes, and will not be required to take any action in connection with the Reverse Split. For those stockholders holding physical stock certificates, the Company’s transfer agent, Transhare Corporation, will send instructions for exchanging those certificates for shares held electronically in book-entry form or for new certificates, in either case representing the post-Reverse Split number of shares.

About HeartCore Enterprises, Inc.
HeartCore Enterprises, Inc. is headquartered in Tokyo, Japan, and is a leading consulting services company providing U.S. market listing support and related advisory services primarily to Japanese corporate clients. For more information, please visit https://heartcore-enterprises.com/.

Forward-Looking Statements
All statements other than statements of historical facts included in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements regarding the potential transaction, strategic initiatives, regulatory processes, and future business plans.

In some cases, forward-looking statements can be identified by words such as “believe,” “intend,” “expect,” “anticipate,” “plan,” “potential,” “continue,” or similar expressions. Such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these statements.

These risks and uncertainties are discussed in the Company’s filings with the U.S. Securities and Exchange Commission. Investors are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

HeartCore Investor Relations Contact:
Gateway Group, Inc.
Matt Glover and John Yi
HTCR@gateway-grp.com
(949) 574-3860

FAQ

When does HeartCore (HTCR) reverse stock split become effective?

The reverse split becomes effective on April 2, 2026 at 4:00 p.m. ET. According to the company, trading on a reverse-split-adjusted basis is expected to begin on Nasdaq on April 6, 2026 under a new CUSIP.

What is the split ratio for HeartCore (HTCR) and how does it affect shares?

The company implemented a 1-for-20 reverse split, so every 20 pre-split shares become one post-split share. According to the company, fractional shares will be rounded up to the nearest whole share.

Why did HeartCore (HTCR) approve the 1-for-20 reverse split?

The reverse split is intended to raise the per-share price to regain Nasdaq compliance. According to the company, the measure targets the $1.00 minimum bid price requirement for continued Nasdaq listing.

How will HeartCore (HTCR) equity awards be affected by the reverse split?

Outstanding options and restricted stock units will be proportionally adjusted to reflect the 1-for-20 split. According to the company, authorized shares reserved under equity plans will also be adjusted accordingly.

Do HTCR stockholders need to take action for the reverse split?

Most stockholders do not need to act; positions held electronically will be automatically adjusted. According to the company, holders of physical certificates will receive exchange instructions from transfer agent Transhare Corporation.

Will HeartCore (HTCR) change its authorized shares or par value after the split?

No, the authorized number of shares and par value per share will remain unchanged after the reverse split. According to the company, only issued and outstanding shares will be reclassified on a 1-for-20 basis.