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Roundtable and RYVYL Announce Shareholders Approve Merger, with 99% of Votes Cast in Favor

(Neutral)
(Neutral)

RYVYL (NASDAQ: RVYL) announced that shareholders approved its merger with RTB Digital (Roundtable) at a Special Meeting on April 1, 2026, with 99% of votes cast in favor. The approval removes the final corporate hurdle and, subject to Nasdaq approval of Roundtable's initial listing application, paves the way to list the combined company as RTB on Nasdaq. Management expects the transaction to consummate imminently and to bring a Web3, AI-powered digital media platform to Nasdaq under the combined entity.

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Positive

  • Shareholders approved the merger with 99% of votes on April 1, 2026
  • Approval removes the final corporate hurdle to close the merger
  • Combined company expected to list on Nasdaq under the ticker RTB
  • Roundtable filed an initial Nasdaq listing application

Negative

  • Listing and closing remain subject to Nasdaq approval
  • Merger has not yet been consummated and is pending completion

News Market Reaction – RVYL

-3.98% 1.6x vol
16 alerts
-3.98% Session close to close
+9.8% Peak Tracked
-23.0% Trough Tracked
$7.32M Market Cap
1.6x Rel. Volume

In the Apr 2 session, RVYL declined 3.98%, reflecting a moderate negative market reaction. Argus tracked a peak move of +9.8% during that session. Argus tracked a trough of -23.0% from its starting point during tracking. Our momentum scanner triggered 16 alerts that day, indicating notable trading interest and price volatility. Trading volume was above average at 1.6x the daily average, suggesting increased trading activity.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement confirms shareholder approval of the Roundtable merger, with 99% of votes cast in ...
Analysis

This announcement confirms shareholder approval of the Roundtable merger, with 99% of votes cast in favor, clearing the final corporate hurdle before closing and a planned Nasdaq relisting as RTB Digital, Inc. Prior filings detailed that RTB stakeholders are expected to own about 84.85% of the combined company, with existing holders at 15.15%. Investors may watch for Nasdaq listing approval, deal consummation timing, and subsequent integration and execution updates on the Web3, AI-driven media platform.

Key Figures

Votes in favor: 99% Votes supporting merger: 659,620 Additional votes needed: 5% +5 more
8 metrics
Votes in favor 99% Shareholder approval of Roundtable merger at April 1, 2026 special meeting
Votes supporting merger 659,620 Votes in favor reported at prior special meeting update
Additional votes needed 5% Incremental votes required previously to exceed >50% outstanding shares
Entitled shares voted 43% Portion of entitled voting power submitted at March 18, 2026 meeting
Merger consideration shares 14,285,715 shares RYVYL common stock available to RTB securityholders as merger consideration
RTB holders ownership 84.85% Expected fully diluted ownership of combined company post-merger
Current RYVYL holders 15.15% Expected fully diluted stake for existing RYVYL securityholders post-merger
Reverse stock split ratio 1-for-35 Reverse split implemented to support Nasdaq minimum bid compliance

Previous Acquisition Reports

5 past events · Latest: Mar 26 (Positive)
Same Type Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Mar 26 Merger vote update Positive -10.5% Adjourned meeting after 99% of votes cast backed Roundtable merger.
Jan 20 Nasdaq compliance, S-4 Positive +1.4% Regained Nasdaq bid compliance and filed Form S-4 for planned merger.
Jan 07 Partner traction update Positive +5.9% Roundtable deal wins 10-year $15M sponsorship and expands journalist network.
Nov 13 Investor event notice Positive -0.3% Announced virtual event outlining merger benefits and Web3 media platform.
Oct 29 Meeting rescheduled Positive -0.1% Rescheduled annual meeting after definitive Roundtable merger agreement.

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

Pattern Detected

Past merger-related headlines often saw muted or negative moves, with 3 of 5 acquisition-tag events trading down despite constructive deal progress.

Recent Company History

Over the past several months, RYVYL has methodically advanced its reverse merger with Roundtable. Key steps included rescheduling shareholder meetings, regaining Nasdaq minimum bid compliance, and filing merger documentation such as a Form S-4 and proxy materials. Multiple prior updates reported ~99% of votes cast in favor but short of the outstanding-share threshold. Today’s announcement that shareholders have approved the merger completes the corporate voting process and builds on this sequence of acquisition-related milestones.

Key Terms

web3, ai-powered
2 terms
web3 technical
"In anticipation of bringing our Web3, AI-powered digital media platform to NASDAQ."
An approach to the internet that uses decentralized technologies (like blockchains and smart contracts) to give users control over data, identity and digital assets instead of relying on a single company. For investors it matters because it enables new business models—token-based ownership, marketplaces and governance structures—but also brings higher volatility, novel revenue streams and regulatory uncertainty, so investment outcomes can be very different from traditional tech.
ai-powered technical
"In anticipation of bringing our Web3, AI-powered digital media platform to NASDAQ."
"AI-powered" describes technology that uses artificial intelligence to perform tasks, make decisions, or analyze information automatically. It’s similar to having a highly skilled assistant that can learn from data, recognize patterns, and improve over time, helping to make processes faster and more accurate. For investors, this means better insights and more efficient operations, potentially leading to smarter investment choices.

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

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Seattle, WA, April 02, 2026 (GLOBE NEWSWIRE) -- RYVYL Inc. (NASDAQ: RVYL) (“RYVYL” or the “Company”), and RTB Digital Inc.’s (Roundtable) CEO, James Heckman, announced today that the merger was approved at the Company’s Special Meeting of Shareholders held on April 1, 2026.

The approval removes the final corporate hurdle to complete the merger, and, subject to Nasdaq approval of Roundtable's initial listing application, which has been filed, establishes the foundation to list the combined company on Nasdaq as RTB Digital Inc., expected to be listed under the ticker symbol RTB. The transaction is anticipated to consummate imminently.

“We are grateful for the outcome of today’s Special Meeting and appreciate RYVYL stockholders’ support for the merger,” said Heckman, founder and CEO of Roundtable. “In anticipation of bringing our Web3, AI-powered digital media platform to NASDAQ.” 99% of votes cast were in favor.“ which we believe reflects strong understanding of the transformative impact our platform can deliver to major media businesses,” added Heckman.

About Roundtable (RTB Digital, Inc.)

Transforming the $200B Global Media Industry from Web1 to Web4. Roundtable is the only full-stack enterprise platform combining AI and Web3 infrastructure, including decentralized publishing, DeFi payments and reporting, data encryption and IP protection, syndication, revenue optimization, AI-based business intelligence, management and operations, custom network applications, and a real-time blockchain-based payment and reporting system. The platform represents a multi-generational leap in technology. For more information, visit RTB.io.

About RYVYL

RYVYL Inc. (NASDAQ: RVYL) operates a digital payment processing business enabling transactions around the globe and provides payment solutions for underserved markets.

Cautionary Note Regarding Forward-Looking Statements

This press release includes information that constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on the Company's current beliefs, assumptions and expectations regarding future events, which in turn are based on information currently available to the Company. Such forward-looking statements include statements that are characterized by future or conditional words such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “estimate” and “continue” or similar words. You should read statements that contain these words carefully because they discuss future expectations and plans, which contain projections of future results of operations or financial condition or state other forward-looking information. Such forward-looking statements include statements regarding the timing and effects of the Reverse Stock Split. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. A variety of factors could cause actual events and results to differ materially from those expressed in or contemplated by the forward-looking statements, including the risk that the Reverse Stock Split will not guarantee that the Company regains compliance with Nasdaq’s listing requirements or will remain in compliance with all other requirements for continued listing on Nasdaq. Other risk factors affecting the Company are discussed in detail in the Company's filings with the U.S. Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable laws.

RYVYL IR Contact:
Richard Land, Alliance Advisors Investor Relations
973-873-7686, ryvylinvestor@allianceadvisors.com

Roundtable PR Contact:
Mehab Qureshi, RTB Digital Inc.
+91 90289 77198, press@roundtable.io


FAQ

What did RVYL shareholders approve on April 1, 2026?

Shareholders approved the merger between RVYL and Roundtable with 99% support. According to RYVYL, the vote clears the final corporate step toward combining the businesses and sets the stage for listing the combined company on Nasdaq pending regulator approval.

When will the RVYL and Roundtable merger close and become effective?

The transaction is expected to consummate imminently but has not closed yet. According to the company, closing remains subject to Nasdaq approval of Roundtable's initial listing application and customary closing conditions before the combined company can trade.

Will the combined company of RVYL and Roundtable be listed on Nasdaq and under what ticker?

Yes, the combined company is expected to list on Nasdaq under the ticker RTB. According to RYVYL, Roundtable has filed an initial Nasdaq listing application and listing approval is required before trading can begin under RTB.

What does 99% of votes cast in favor mean for RVYL shareholders?

A 99% approval indicates overwhelming shareholder support for the merger proposal. According to the company, the near-unanimous vote removes the final shareholder hurdle and helps facilitate the planned combination and prospective Nasdaq listing.

Who will lead the combined company after the RVYL merger with Roundtable?

James Heckman, founder and CEO of Roundtable, is positioned as a leading executive for the combined company. According to the company, Heckman spoke about bringing the Web3, AI-powered digital media platform to Nasdaq as part of the merged entity.