Tile Shop Announces Effective Date for Stock Splits and Delisting from Nasdaq Capital Market

Rhea-AI Summary

Tile Shop (Nasdaq: TTSH) announced the effective dates for a combined 1-for-3,000 reverse split immediately followed by a 3,000-for-1 forward split to be filed with Delaware on Dec 15, 2025 (Reverse at 5:01 p.m.; Forward at 5:02 p.m.).

Post-split trading will begin on a post-split basis on Dec 16, 2025 under symbol TTSH. Stockholders with fewer than 3,000 pre-split shares will be cashed out at $6.60 per share. Continuing stockholders will have no net change in share counts post-splits. The company will voluntarily delist from Nasdaq and expects annual savings exceeding $2.4 million; it plans to file Form 25 on Dec 17, 2025 and Form 15 to deregister on or about Dec 27, 2025.

Positive

• Expected annual savings exceeding $2.4 million
• Reporting obligations suspended after Form 15 filing (~Dec 27, 2025)

Negative

• Holders with fewer than 3,000 shares will be cashed out at $6.60 per share
• Common stock will be removed from Nasdaq after Form 25 filing on Dec 17, 2025

Key Figures

Reverse stock split ratio 1-for-3,000 Reverse stock split of common stock

Forward stock split ratio 3,000-for-1 Forward stock split following reverse split

Cash-out price $6.60 per share Paid to holders of fewer than 3,000 shares

Share threshold 3,000 shares Minimum holding to remain a stockholder post-splits

Expected annual savings exceeding $2.4 million From deregistration and delisting

Form 25 filing date December 17, 2025 Notification of removal from listing

Form 15 timing on or about December 27, 2025 To deregister common stock

Reverse split effective time 5:01 p.m. December 15, 2025 Delaware filing effective time

Market Reality Check

$6.56 Last Close

Volume Volume 340,850 is about 1.3x the 20-day average of 261,433 shares. normal

Technical Price $6.44 is trading above the 200-day MA of $6.28.

Peers on Argus

Peers show mixed moves: LIVE up 16.3%, KIRK up 3.11%, HVT up 1.42%, ONEW modestly higher, while JILL is down 1.4%. This mixed action suggests today’s Tile Shop news is primarily company-specific rather than a coordinated sector move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 03	Stock split approval	Neutral	+0.1%	Stockholders approved 1-for-3,000 reverse and 3,000-for-1 forward split.
Dec 02	Product collaboration	Positive	+0.5%	Expanded designer partnership and new patterned porcelain tile designs.
Nov 04	Q3 earnings miss	Negative	+1.1%	Sales decline, net loss, margin compression alongside go-dark plan details.
Oct 30	Earnings preview	Neutral	+0.0%	Announced Q3 results release date and lack of earnings call.
Oct 06	Delisting plan	Negative	-2.0%	Board approved plan to delist, deregister, and execute reverse split.

Pattern Detected

Recent company-specific announcements, including the go-dark plan and stock split details, have produced relatively modest single-day price reactions, with one negative move on the initial delisting plan and a mild positive divergence on weak Q3 earnings.

Recent Company History

This announcement finalizes timing for Tile Shop’s reverse/forward stock split and Nasdaq delisting, following a series of steps over recent months. On Oct 6, the Board approved a plan to terminate registration and delist, citing about $2.4 million in expected annual savings. Q3 results on Nov 4 showed softer sales and a $1.6M net loss while reiterating the go-dark transaction. A designer collaboration update on Dec 2 and the Dec 3 special meeting outcome confirmed the 1‑for‑3,000 reverse and 3,000‑for‑1 forward split structure that today’s release schedules.

Market Pulse Summary

This announcement formalizes the timeline for Tile Shop’s reverse/forward stock splits and voluntary delisting from the Nasdaq Capital Market. Holders of fewer than 3,000 shares will be cashed out at $6.60 per share, while larger holders retain their positions after the forward split. The company expects annual savings exceeding $2.4 million from deregistration and delisting. Investors may focus on execution of these steps and how reduced reporting and listing status affect transparency and liquidity.

Key Terms

reverse stock split financial

"approved a 1-for-3,000 reverse stock split of the Company’s common stock"

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.

forward stock split financial

"followed immediately by a 3,000-for-1 forward stock split of the Company’s"

A forward stock split is when a company increases the number of its shares by dividing each existing share into smaller parts. This makes the stock price lower and more affordable for investors, similar to splitting a pizza into more slices so everyone can get a smaller piece. It doesn't change the company's total value, just how it's divided among shareholders.

nasdaq capital market regulatory

"delisting from The Nasdaq Capital Market"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

exchange act regulatory

"under Section 12(g) of the Securities Exchange Act of 1934, as amended"

A federal law that sets rules for trading securities on public exchanges, requiring companies and market participants to register, disclose regular financial information, and follow standards that promote honest, orderly markets. For investors, it matters because it creates transparency and legal protections—like stopping insider trading and ensuring timely company disclosures—so you can evaluate risks and rely on consistent rules much as players rely on a referee to keep a game fair.

form 25 regulatory

"intends to file a Form 25 Notification of Removal from Listing and/or"

A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.

form 15 regulatory

"intends to file a Form 15 with the SEC on or about December 27, 2025"

A Form 15 is a short filing a public company uses with the U.S. Securities and Exchange Commission to stop or pause its routine public reporting requirements when it meets certain legal thresholds (such as a low number of public shareholders) or other qualifying conditions. Investors should care because filing one typically means less public financial information and lower trading liquidity—similar to a shop taking down its public notice board, making it harder to track performance and buy or sell shares.

cusip technical

"under the existing symbol “TTSH,” and CUSIP 88677Q208"

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.

section 12(g) regulatory

"deregistration of its common stock under Section 12(g) of the Securities"

Section 12(g) is a rule that requires companies to register with the government and share their financial details when they have a certain number of shareholders or assets. It matters because it makes these companies more transparent, helping investors make informed decisions and keeping the markets fair.

AI-generated analysis. Not financial advice.

MINNEAPOLIS, Dec. 12, 2025 (GLOBE NEWSWIRE) -- Tile Shop Holdings, Inc. (Nasdaq: TTSH) (“Tile Shop” or the “Company”), a specialty retailer of natural stone, man-made and luxury vinyl tiles, setting and maintenance materials and related accessories, today announced the effective date for the previously announced Stock Splits (as defined below) and the effective date of the Company’s voluntary delisting from The Nasdaq Capital Market.

Following the approval of the Company’s stockholders at the special meeting of stockholders of the Company held on December 3, 2025, the Company’s Board of Directors approved a 1-for-3,000 reverse stock split of the Company’s common stock (the “Reverse Stock Split”) followed immediately by a 3,000-for-1 forward stock split of the Company’s common stock (the “Forward Stock Split,” and together with the Reverse Stock Split, the “Stock Splits”). The Company intends to file certificates of amendment to the certificate of incorporation of the Company, as amended, with the Secretary of State of the State of Delaware on December 15, 2025, to effect the Reverse Stock Split at 5:01 p.m., followed immediately by the Forward Stock Split at 5:02 p.m., respectively, on that day. Beginning at the opening of trading on Tuesday, December 16, 2025, the Company’s common stock will continue to trade on The Nasdaq Capital Market on a post Stock Split basis under the existing symbol “TTSH,” and CUSIP 88677Q208.

Stockholders who hold fewer than 3,000 shares immediately prior to the Reverse Stock Split will be paid $6.60 in cash, without interest, for each whole share of the Company’s common stock held by them at the effective time of the Reverse Stock Split, and thereafter they will no longer be stockholders of the Company. Stockholders owning more than 3,000 shares of the Company’s common stock at the effective time of the Reverse Stock Split (the “Continuing Stockholders”) will not be entitled to receive any cash for their fractional share interests resulting from the Reverse Stock Split, if any. The Forward Stock Split, which will immediately follow the Reverse Stock Split, will reconvert whole shares and fractional share interests held by the Continuing Stockholders back into the same number of shares of common stock held by such Continuing Stockholders immediately before the effective time of the Reverse Stock Split. As a result of the Forward Stock Split, the total number of shares of the Company’s common stock held by a Continuing Stockholder will not change as a result of the Reverse Stock Split.

As previously announced, the Company is undertaking the Stock Splits in connection with the proposed delisting of its common stock from The Nasdaq Stock Market LLC and the deregistration of its common stock under Section 12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to avoid the substantial cost and expense of being a public reporting company and to allow the Company to have more time to focus on managing the Company’s businesses and undertaking new initiatives that may result in greater long-term growth and increased stockholder value. The Company anticipates savings exceeding $2.4 million on an annual basis as a result of the proposed deregistration and delisting. The Company intends to file a Form 25 Notification of Removal from Listing and/or Registration with the U.S. Securities and Exchange Commission (the “SEC”) on December 17, 2025, in order to voluntarily withdraw its common stock from listing. Upon the effective date of the delisting, the Company intends to file a Form 15 with the SEC on or about December 27, 2025, to deregister its common stock from the SEC and the Company’s obligation to file periodic reports under the Exchange Act will be suspended immediately upon filing of the Form 15.

Additional information about the Stock Splits can be found in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on November 5, 2025.

About The Tile Shop

The Tile Shop (Nasdaq: TTSH) is a leading specialty retailer of natural stone, man-made and luxury vinyl tiles, setting and maintenance materials, and related accessories in the United States. The Tile Shop offers a wide selection of high-quality products, exclusive designs, knowledgeable staff and exceptional customer service in an extensive showroom environment. The Tile Shop currently operates 140 stores in 31 states and the District of Columbia.

The Tile Shop is a proud member of the American Society of Interior Designers (ASID), National Association of Homebuilders (NAHB), National Kitchen and Bath Association (NKBA), and the National Tile Contractors Association (NTCA). Visit www.tileshop.com. Join The Tile Shop (#thetileshop) on Facebook, Instagram, Pinterest and X, previously known as Twitter.

Forward-Looking Statements

This press release may contain forward-looking statements that are being made pursuant to the Private Securities Litigation Reform Act of 1995, which provides a “safe harbor” for forward-looking statements to encourage companies to provide prospective information so long as those statements are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those discussed in the statement. Such forward-looking statements include statements concerning the timing and effectiveness of the implementation of the Stock Splits and the delisting and deregistration of the Company’s common stock, and the perceived benefits and costs of the proposed delisting and deregistration. Such forward-looking statements are subject to a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements to differ materially from those described or implied in such forward-looking statements. Accordingly, actual results may differ materially from such forward-looking statements. The Company assumes no obligation for updating any such forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting such forward-looking statements.

Investor Relations

Email: investorrelations@tileshop.com

This press release was published by a CLEAR® Verified individual.

FAQ

What are the effective dates for Tile Shop's 1-for-3,000 reverse and 3,000-for-1 forward splits (TTSH)?

The company will file amendments to effect the Reverse at Dec 15, 2025 at 5:01 p.m. and the Forward at Dec 15, 2025 at 5:02 p.m..

When will TTSH common stock trade on a post-split basis?

Post-split trading will begin at the opening on Dec 16, 2025 under the existing symbol TTSH.

What happens to Tile Shop shareholders who own fewer than 3,000 TTSH shares before the reverse split?

They will be paid $6.60 in cash per whole share at the Reverse Stock Split effective time and will no longer be stockholders.

Will continuing TTSH shareholders lose shares after the stock splits?

No; the immediate forward split reconverts holdings so continuing shareholders keep the same total shares as before the Reverse Split.

When will Tile Shop remove TTSH from Nasdaq and deregister with the SEC?

The company intends to file Form 25 on Dec 17, 2025 to withdraw listing and to file Form 15 to deregister on or about Dec 27, 2025.

How much annual cost savings does Tile Shop expect from delisting and deregistration?

The company anticipates annual savings of more than $2.4 million from the proposed delisting and deregistration.