VisionWave Holdings, Inc. Announces 1-for-20 Reverse Stock Split Effective September 22, 2026

VisionWave will enact a 1-for-20 reverse split to cut its share count while seeking to maintain Nasdaq minimum bid price compliance.

Rhea-AI Summary

VisionWave Holdings (VWAV) will implement a 1-for-20 reverse stock split of its common stock effective 12:01 a.m. Eastern Time on September 22, 2026, with split-adjusted trading expected to begin that day on the Nasdaq Global Market under the symbol VWAV.

The split will combine every 20 shares into 1 share, reducing issued and outstanding common shares from approximately 47.5 million to approximately 2.4 million, and assigning a new CUSIP of 927950204. The company said the action is primarily intended to help maintain compliance with Nasdaq’s $1.00 minimum bid price requirement. Par value and authorized share counts, including 150 million common and 10 million preferred shares, will not change, and fractional shares will be rounded up to the next whole share.

Positive

• 1-for-20 reverse split reduces outstanding shares from ~47.5 million to ~2.4 million
• Reverse split is intended to support compliance with Nasdaq $1.00 minimum bid requirement

Negative

• Authorized shares remain at 150 million common and 10 million preferred, increasing potential future dilution
• Reverse split often signals prior or ongoing share price weakness relative to Nasdaq’s $1.00 minimum bid rule

News Explained

The split leaves authorized capacity unchanged, so future issuance could dilute existing holders even though the split itself is not an issuance.

The shareholder-approved 1-for-20 reverse split is scheduled—not yet effective—to take effect at September 22, 2026. It leaves the authorized share pool unchanged, so future issuance from that pool could dilute existing holders.

A reverse stock split combines shares and raises the per-share price proportionally without changing company value by the split itself; the company will also adjust outstanding warrants, pre-funded warrants, options, restricted stock units and convertible notes proportionally.

Fractional shares will be rounded up, no holder will be cashed out, and positions held through a bank, broker or nominee will be adjusted automatically.

Argus 15 min delay

-12.17% vs previous close $0.32 last price 15.1x rel. volume Open Argus

Details

Market reaction after 1-for-20 reverse stock split: VWAV -12.17%

-2.0% Trough in 2 min

$0.27 $0.37 Day Range

$9.70M Market Cap

Following this news, VWAV has declined 12.17%, reflecting a significant negative market reaction. Argus tracked a trough of -2.0% from its starting point during tracking. Our momentum scanner has triggered 8 alerts so far, indicating moderate trading interest and price volatility. The stock is currently trading at $0.32. Trading volume is exceptionally heavy at 15.1x the average, suggesting significant selling pressure.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Market Context

VWAV's prior close was $0.3656 before the announcement, placing the disclosed 1-for-20 reverse split...

Analysis

VWAV's prior close was $0.3656 before the announcement, placing the disclosed 1-for-20 reverse split in the context of the company's stated Nasdaq minimum bid-price compliance objective.

Key Figures

Reverse split ratio: 1-for-20 Minimum bid price requirement: $1.00 Shares outstanding: 47.5 million to 2.4 million shares +5 more

Reverse split ratio

1-for-20

Effective September 22, 2026

Minimum bid price requirement

$1.00

Nasdaq Listing Rule 5450(a)(1)

Shares outstanding

47.5 million to 2.4 million shares

Stated pre- and post-reverse-split amounts

Authorized shares

160,000,000 shares

Authorized capital stock remains unchanged

Authorized common shares

150,000,000 shares

Remains unchanged after the reverse split

Authorized preferred shares

10,000,000 shares

Remains unchanged after the reverse split

Par value

$0.01 per share

Common-stock par value remains unchanged

Approved maximum split ratio

1-for-250

Range approved at the 2026 Annual Meeting

Key Terms

reverse stock split, cusip number, pre-funded warrants, restricted stock units, +1 more

5 terms

reverse stock split financial

"announced that it will effect a 1-for-20 reverse stock split"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

cusip number regulatory

"The common stock will be assigned a new CUSIP number"

A CUSIP number is a nine-character code that uniquely identifies a specific U.S. or Canadian stock, bond, or other security, similar to a barcode or a social-security number for a financial instrument. It matters to investors because it removes confusion between similar securities, ensures trades and settlements are applied to the correct issue, and helps locate official documents and transaction records quickly.

pre-funded warrants financial

"outstanding warrants, pre-funded warrants, stock options"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

restricted stock units financial

"stock options, restricted stock units and convertible notes"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

convertible notes financial

"restricted stock units and convertible notes"

Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.

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

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LOS ANGELES, Sept. 18, 2026 (GLOBE NEWSWIRE) -- VisionWave Holdings, Inc. (Nasdaq: VWAV) (“VisionWave” or the “Company”), a defense technology and artificial intelligence company, today announced that it will effect a 1-for-20 reverse stock split of its issued and outstanding shares of common stock (the “Reverse Stock Split”).

The Reverse Stock Split will become effective at 12:01 a.m., Eastern Time, on September 22, 2026. The Company’s common stock will continue to trade on The Nasdaq Global Market under the symbol “VWAV” and is expected to begin trading on a split-adjusted basis when the market opens on September 22, 2026. The common stock will be assigned a new CUSIP number, 927950204.

At the Company’s 2026 Annual Meeting of Stockholders held on September 1, 2026, the stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the outstanding shares of common stock at a ratio of not more than 1-for-250, with the exact ratio and the timing thereof to be determined by the Board of Directors in its sole discretion. On September 3, 2026, the Board of Directors set the ratio at 1-for-20 and approved the filing of a Certificate of Amendment of Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, which the Company filed on September 16, 2026.

The Reverse Stock Split is primarily intended to increase the per share trading price of the Company’s common stock in order to maintain compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Global Market under Nasdaq Listing Rule 5450(a)(1).

As a result of the Reverse Stock Split, every twenty (20) shares of the Company’s issued and outstanding common stock, and shares held in treasury, will automatically be combined into one (1) share of common stock. The Reverse Stock Split will reduce the number of issued and outstanding shares of common stock from approximately 47.5 million shares to approximately 2.4 million shares, subject to adjustment for the rounding up of fractional shares described below. The Reverse Stock Split will not change the par value of the common stock, which will remain $0.01 per share, and will not change the number of authorized shares of the Company’s capital stock, which will remain 160,000,000 shares, consisting of 150,000,000 shares of common stock and 10,000,000 shares of preferred stock. Accordingly, the number of authorized but unissued shares of common stock available for future issuance will increase substantially relative to the number of shares outstanding, and future issuances of those shares could be dilutive to existing stockholders.

No fractional shares will be issued in connection with the Reverse Stock Split. Any fractional share that would otherwise result from the Reverse Stock Split will be rounded up to the next whole share. For this purpose, all shares of common stock held of record by a stockholder immediately prior to the effective time will be aggregated. No stockholder will receive a cash payment in lieu of a fractional share, and no stockholder will be cashed out of the Company as a result of the Reverse Stock Split.

Proportionate adjustments will be made to the number of shares of common stock issuable upon the exercise, conversion or vesting of the Company’s outstanding warrants, pre-funded warrants, stock options, restricted stock units and convertible notes, and to the applicable exercise, conversion or purchase prices thereof, as well as to the number of shares reserved for issuance under the Company’s equity incentive plans, in each case in accordance with the terms of the applicable instrument or plan.

Stockholders holding shares in book-entry form or through a bank, broker or other nominee do not need to take any action in connection with the Reverse Stock Split; their positions will be adjusted automatically to reflect the Reverse Stock Split. Beneficial holders with questions regarding the processing of the Reverse Stock Split should contact their bank, broker or other nominee. Registered stockholders holding shares directly with the Company’s transfer agent, Continental Stock Transfer & Trust Company, will receive information from the transfer agent regarding their holdings following the effective time. Additional information regarding the Reverse Stock Split is contained in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on July 23, 2026, and in the Current Report on Form 8-K to be filed by the Company in connection with the Reverse Stock Split.

About VisionWave Holdings, Inc.

VisionWave Holdings, Inc. (Nasdaq: VWAV) is a defense and advanced sensing technology company developing AI-driven, RF-based sensing, autonomy, and computational acceleration technologies for defense, homeland security, and commercial infrastructure applications. VisionWave's mission is to connect defense innovation with civilian progress through shared core technologies deployed across air, land, and fixed-site environments. The Company's website is https://www.vwav.inc. Information contained on, or accessible through, the Company’s website is not incorporated by reference into, and does not form a part of, this press release or any filing of the Company with the Securities and Exchange Commission.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the effective time of the Reverse Stock Split, the expected commencement of split-adjusted trading, the anticipated effect of the Reverse Stock Split on the per share trading price of the common stock, the Company’s expectations regarding continued listing on The Nasdaq Global Market, and the anticipated post-split share counts. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially. Forward-looking statements are generally identified by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “project,” “forecast,” “predict,” and similar expressions, or by statements that events or trends “may,” “will,” or “could” occur.

Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied, including but not limited to: the risk that the Reverse Stock Split does not result in a sustained increase in the per share trading price of the common stock, or that the price declines following the Reverse Stock Split; the risk that the Reverse Stock Split does not enable the Company to maintain compliance with the Nasdaq minimum bid price requirement or any other continued listing standard, and the risk of delisting; the risk that the Reverse Stock Split reduces the liquidity or marketability of the common stock, or increases the number of stockholders holding odd lots; the substantial increase in authorized but unissued shares of common stock available for future issuance and the potential dilution to existing stockholders resulting from future issuances, including under the Company’s at-the-market offering arrangements, outstanding convertible notes, warrants and pre-funded warrants, and equity incentive plans; the Company’s need for additional capital and the terms on which it may be available; the effect of the Reverse Stock Split on the conversion, exercise and floor price provisions of the Company’s outstanding securities; the risk of delay in the effectiveness or processing of the Reverse Stock Split by the Secretary of State of the State of Delaware, Nasdaq, the Company’s transfer agent or The Depository Trust Company; and the other risks described in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. All forward-looking statements speak only as of the date of this press release and are expressly qualified in their entirety by the cautionary statements included in this press release and in the Company’s SEC filings. VisionWave 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. Investors are cautioned not to place undue reliance on these forward-looking statements.

Contact for Investors: investors@vwav.inc

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When will VisionWave’s reverse stock split take effect and under what symbol will shares trade?

The reverse stock split will become effective at 12:01 a.m. Eastern Time on September 22, 2026. The company’s common stock will continue to trade on the Nasdaq Global Market under the symbol VWAV and is expected to begin trading on a split-adjusted basis when the market opens on that date.

How will fractional shares be handled in VisionWave’s reverse stock split?

No fractional shares will be issued. Any fractional share that would otherwise result from the 1-for-20 reverse split will be rounded up to the next whole share after aggregating all shares held of record by a stockholder. No cash will be paid in lieu of fractional shares, and no stockholder will be cashed out as a result of the split.

Are there changes to par value or authorized share counts in this reverse split?

The reverse stock split will not change the $0.01 par value of the common stock and will not change the number of authorized shares of capital stock. Authorized shares will remain 160,000,000 in total, consisting of 150,000,000 shares of common stock and 10,000,000 shares of preferred stock.

Do VisionWave stockholders need to take any action for the reverse stock split?

Stockholders holding shares in book-entry form or through a bank, broker, or other nominee do not need to take any action; their positions will be adjusted automatically to reflect the reverse split. Registered stockholders holding shares directly with Continental Stock Transfer & Trust Company will receive information from the transfer agent regarding their holdings after the effective time.

What happens to VisionWave’s outstanding options, warrants, and other convertible securities?

Proportionate adjustments will be made to the number of shares of common stock issuable upon exercise, conversion, or vesting of outstanding warrants, pre-funded warrants, stock options, restricted stock units, and convertible notes, as well as to the applicable exercise, conversion, or purchase prices. The number of shares reserved for issuance under equity incentive plans will also be adjusted in accordance with the terms of each instrument or plan.