TransCode Therapeutics Announces Effective Date for 1-for-28 Reverse Stock Split
Rhea-AI Summary
TransCode Therapeutics (NASDAQ: RNAZ) has announced a 1-for-28 reverse stock split effective May 15, 2025, at 12:01 a.m. EST. The split aims to increase the per-share trading price to meet Nasdaq's minimum bid price requirement for continued listing. The reverse split will reduce outstanding common shares from 23,341,336 to approximately 833,620. The company's stock will continue trading under the symbol "RNAZ" on the Nasdaq Capital Market.
Stockholders will receive one new share for every 28 current shares, with fractional shares rounded up to the nearest whole number. Proportional adjustments will be made to outstanding stock options, warrants, and shares under stock incentive plans. Vstock Transfer LLC will serve as the exchange agent, and the company's CUSIP number will change to 89357L 501.
Positive
- Potential to maintain Nasdaq listing compliance through higher share price
- No action required from stockholders for the split process
- Fractional shares will be rounded up to benefit shareholders
Negative
- Indicates company's struggle to maintain minimum bid price requirements
- No guarantee of continued Nasdaq listing despite the split
- Significant reduction in total outstanding shares could impact liquidity
News Market Reaction
On the day this news was published, RNAZ declined 14.30%, reflecting a significant negative market reaction.
Data tracked by StockTitan Argus on the day of publication.
As previously announced, the 1-for-28 reverse stock split will automatically convert twenty-eight current shares of TransCode's common stock into one new share of common stock. No fractional shares will be issued in connection with the reverse stock split. In lieu of issuing fractional shares, stockholders of record who otherwise would be entitled to receive fractional shares will be entitled to rounding up of the fractional share to the nearest whole number. The reverse split will reduce the number of shares of outstanding common stock from 23,341,336 shares to approximately 833,620 shares. Proportional adjustments also will be made to the exercise prices of TransCode's outstanding stock options and warrants, and to the number of shares issuable under TransCode's stock incentive plans.
Vstock Transfer LLC will act as the exchange agent for the reverse stock split. Stockholders of record are not required to take any action to receive post-split shares in book-entry. Stockholders owning shares through a bank, broker, custodian or other nominee will have their positions automatically adjusted to reflect the reverse stock split, subject to the holding entity's particular processes; such stockholders will not be required to take any action in connection with the reverse stock split. However, these banks, brokers, custodians or other nominees may have different procedures for processing the reverse stock split than those for registered stockholders. If a stockholder holds shares of common stock with a bank, broker, custodian or other nominee and has any questions in this regard, stockholders are encouraged to contact their bank, broker, custodian or other nominee for more information.
In connection with the reverse stock split, the Company's CUSIP number will change to 89357L 501 as of 12:01 a.m. Eastern Standard Time on May 15, 2025.
About TransCode Therapeutics
TransCode is a clinical-stage oncology company focused on treating metastatic disease. The Company is committed to defeating cancer through the intelligent design and effective delivery of RNA therapeutics based on its proprietary TTX nanoparticle platform. The Company's lead therapeutic candidate, TTX-MC138, is focused on treating metastatic tumors which overexpress microRNA-10b, a unique, well-documented biomarker of metastasis. In addition, TransCode is developing a portfolio of other first-in-class RNA therapeutic candidates designed to overcome the challenges of RNA delivery and thus unlock therapeutic access to a variety of novel genetic targets that could be relevant to treating a variety of cancers.
Forward-Looking Statements
This press release contains "forward-looking statements" that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as "aim," "anticipate," "believe," "contemplate," "could," "estimate," "expect," "intend," "may," "might," "plan," "potential," "predict," "project," "seek," "should," "target," "will," and "would," or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on the Company's current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate, including the Company's expectations regarding the effect of the reverse stock split and its continued listing on Nasdaq. These and other risks and uncertainties are described more fully in the sections titled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in the Company's Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.
View original content to download multimedia:https://www.prnewswire.com/news-releases/transcode-therapeutics-announces-effective-date-for-1-for-28-reverse-stock-split-302446413.html
SOURCE TransCode Therapeutics, Inc.
FAQ
What is the reverse stock split ratio for TransCode Therapeutics (RNAZ) and when is it effective?
Why is TransCode Therapeutics (RNAZ) conducting a reverse stock split?
How many shares will RNAZ have outstanding after the reverse split?
What happens to fractional shares in RNAZ's reverse stock split?
Do RNAZ shareholders need to take any action for the reverse stock split?
