Safe & Green Holdings Announces Notice of Special Meeting of Stockholders to be Held Virtually on August 25, 2025
Rhea-AI Summary
Safe & Green Holdings (NASDAQ:SGBX) has announced a virtual Special Meeting of Stockholders scheduled for August 25, 2025, at 10:00 AM EST. The meeting will address three key proposals: (1) granting the board authority to implement a reverse stock split at a ratio between 1-for-10 and 1-for-100 to regain Nasdaq compliance, (2) authorizing the issuance of Conversion Shares for Series B Preferred Stock exceeding 19.99% of outstanding Common Stock, and (3) approving potential meeting adjournments if needed.
The record date for stockholder voting eligibility was set for July 11, 2025. The meeting will be held virtually via Zoom, ensuring stockholders have the same participation rights as an in-person meeting.
Positive
- Potential to regain Nasdaq compliance through reverse stock split
- Virtual meeting format increases accessibility for stockholders
Negative
- Possible significant share dilution through Conversion Shares issuance
- Reverse stock split indicates potential share price concerns
News Market Reaction – SGBX
On the day this news was published, SGBX declined 0.88%, reflecting a mild negative market reaction. Argus tracked a peak move of +15.5% during that session. Argus tracked a trough of -13.0% from its starting point during tracking. Our momentum scanner triggered 8 alerts that day, indicating moderate trading interest and price volatility. This price movement removed approximately $50K from the company's valuation, bringing the market cap to $6M at that time.
Data tracked by StockTitan Argus on the day of publication.
Webcast link to the 2025 Special Meeting of Stockholders provided below
MIAMI, FL / ACCESS Newswire / August 22, 2025 / Safe & Green Holdings Corp. (NASDAQ:SGBX) ("Safe & Green" or the "Company"), a leading provider of modular solutions and sustainable infrastructure, today announced a special meeting of stockholders to be held virtually on August 25, 2025, at 10AM EST.
NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
A Special Meeting of Stockholders of Safe & Green Holdings will be held in a completely virtual format on August 25, 2025, at 10:00 A.M. Eastern Time for the following purposes:
(1) to grant discretionary authority to our board of directors to (i) amend our articles of incorporation to combine outstanding shares of our Common Stock into a lesser number of outstanding shares, or a "reverse stock split," at a specific ratio within a range of one-for-ten (1-for-10) to a maximum of a one-for-one hundred (1-for-100), with the exact ratio to be determined by our board of directors in its sole discretion; and (ii) effect the reverse stock split, if at all, within one year of the date the proposal is approved by stockholders (the "Reverse Stock Split Proposal") This proposal will regain compliance with Nasdaq and attract institutional investors.
(2) to authorize, for purposes of complying with Nasdaq listing rule 5635(d), the issuance of the Conversion Shares pursuant to the Series B Preferred Stock, including the issuance of all of the Conversion Shares in excess of
(3) to approve one or more adjournments of the Special Shareholders Meeting, if necessary or appropriate, to solicit additional proxies in favor of the Proposals listed hereinabove, if there are not sufficient votes at the Special Shareholders Meeting to approve and adopt the Proposals listed hereinabove (the "Adjournment Proposal")
The Proxy Statement accompanying this notice can be found HERE and describes each of these items of business in detail. The Board of Directors has fixed the close of business on July 11, 2025, as the record date for the determination of stockholders entitled to notice of and to vote at the Special Shareholders Meeting and any adjournments or postponements of the Special Shareholders Meeting. Accordingly, only stockholders of record at the close of business on June 9, 2025, are entitled to notice of, and to vote at, the Special Shareholders Meeting and any adjournments or postponements of the Special Shareholders Meeting. Your vote is important to us.
Zoom Webcast:
You may access the 2025 Special Meeting of Stockholders webcast on Monday, August 25, 2025 at 10am ET via our Zoom link HERE.
Your vote is important, the format of the virtual Special Meeting ensures that stockholders are afforded the same rights and opportunities to participate as they would have at an in-person meeting, using online tools to ensure stockholder access and participation.
About Safe & Green Holdings
Safe & Green Holdings Corp. (NASDAQ: SGBX) is a leading provider of modular construction and sustainable infrastructure solutions, serving customers across multiple industries including healthcare, education, energy, and government. The Company's subsidiaries focus on delivering innovative, cost-efficient, and environmentally conscious solutions that drive long-term value creation.
Safe Harbor Statement
Certain statements in this press release constitute "forward-looking statements" within the meaning of the federal securities laws. Words such as "may," "might," "will," "should," "believe," "expect," "anticipate," "estimate," "continue," "predict," "forecast," "project," "plan," "intend" or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are based upon current estimates and assumptions. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward-looking statements are subject to various risks and uncertainties, many of which are difficult to predict that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations include, among others, the Company's ability to maintain compliance with the NASDAQ listing requirements, and the other factors discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 and its subsequent filings with the SEC, including subsequent periodic reports on Forms 10-Q and 8-K. The information in this release is provided only as of the date of this release, and we undertake no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.
Investor Contact
Investors@safeandgreenholdings.com
SOURCE: Safe & Green Holdings Corp.
View the original press release on ACCESS Newswire
FAQ
What is the purpose of SGBX's Special Meeting of Stockholders on August 25, 2025?
What is the proposed reverse stock split ratio for Safe & Green Holdings (SGBX)?
When is the record date for SGBX's Special Meeting of Stockholders?
How can shareholders attend SGBX's Special Meeting on August 25, 2025?
What is the purpose of SGBX's proposed reverse stock split?
