Zhongchao Inc. Announces 1-for-3 Share Consolidation

Rhea-AI Summary

Zhongchao (NASDAQ: ZCMD) will implement a 1-for-3 share consolidation of its Class A and Class B ordinary shares, effective at the start of trading on June 29, 2026, to help maintain its Nasdaq Capital Market listing.

Each three shares of US$0.248 par value will become one share of US$0.744 par value. Class A shares outstanding will change from 3,449,475 to approximately 1,149,825, and Class B from 20,161 to approximately 6,721, with fractional shares rounded up.

Positive

• Share consolidation aims to maintain Nasdaq Capital Market listing
• Fractional shares will be rounded up to the next whole share

Negative

• 1-for-3 share consolidation reduces outstanding ordinary share count
• Investors’ share quantities decrease, though ownership percentage generally unchanged

News Market Reaction – ZCMD

-11.22% 17.9x vol

44 alerts

-11.22% Session close to close

+56.0% Peak Tracked

-26.9% Trough Tracked

$2.12M Market Cap

17.9x Rel. Volume

In the Jun 25 session, ZCMD declined 11.22%, reflecting a significant negative market reaction. Argus tracked a peak move of +56.0% during that session. Argus tracked a trough of -26.9% from its starting point during tracking. Our momentum scanner triggered 44 alerts that day, indicating elevated trading interest and price volatility. Trading volume was exceptionally heavy at 17.9x the daily average, suggesting significant selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -11.2% in the session following this news. A negative reaction despite positive ne...

Analysis

The stock dropped -11.2% in the session following this news. A negative reaction despite positive news fits a pattern of weak responses to capital-structure actions, including prior reverse splits and a recent offering. Elevated short positioning and repeated consolidations could reinforce pressure until financing needs stabilize.

Key Figures

Share consolidation ratio: 1-for-3 Pre-consolidation par value: US$0.248 per share Post-consolidation par value: US$0.744 per share +5 more

8 metrics

Share consolidation ratio 1-for-3 Reverse split of Class A and Class B ordinary shares

Pre-consolidation par value US$0.248 per share Par value of each ordinary share before consolidation

Post-consolidation par value US$0.744 per share Par value of each ordinary share after 1-for-3 consolidation

Pre-consolidation Class A shares 3,449,475 shares Issued and outstanding before 1-for-3 consolidation

Pre-consolidation Class B shares 20,161 shares Issued and outstanding before 1-for-3 consolidation

Post-consolidation Class A shares 1,149,825 shares Approximate issued and outstanding after consolidation, before rounding

Post-consolidation Class B shares 6,721 shares Approximate issued and outstanding after consolidation, before rounding

Effective trading date June 29, 2026 First trading day on a post-consolidation basis on Nasdaq

Historical Context

3 past events · Latest: Jun 04 (Negative)

Pattern 3 events

Date	Event	Sentiment	24h Move	Catalyst
Jun 04	Share consolidation	Negative	-33.0%	1-for-31 reverse split to maintain Nasdaq Capital Market listing.
May 29	Equity offering	Negative	-69.1%	Pricing of ~$5M best-efforts public unit offering with attached warrants.
Feb 26	Share consolidation	Negative	-10.7%	1-for-8 reverse split aimed at regaining compliance with Nasdaq Rule 5550(a)(2).

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

Pattern Detected

Recent reverse splits and an equity offering have all coincided with sharp negative one‑day price moves.

Key Terms

share consolidation, par value, cusip, nasdaq capital market

4 terms

share consolidation financial

"today announced that the Company will effectuate a 1-for-3 share consolidation"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

par value financial

"ordinary shares of US$0.248 par value each (the "Share Consolidation")"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

cusip financial

"under the same symbol "ZCMD," but under a new CUSIP number of G9897X149"

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.

View in glossary

nasdaq capital market financial

"basis on the Nasdaq Capital Market under the same symbol "ZCMD,""

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.

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

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SHANGHAI, June 25, 2026 /PRNewswire/ -- Zhongchao Inc. (NASDAQ: ZCMD) ("Zhongchao" or the "Company"), a platform-based internet technology company offering services for patients with cancer and other major diseases, today announced that the Company will effectuate a 1-for-3 share consolidation of the Company's ordinary shares of US$0.248 par value each (the "Share Consolidation").

Beginning with the opening of trading on June 29, 2026, the Company's Class A ordinary shares will begin trading on a post-Share Consolidation basis on the Nasdaq Capital Market under the same symbol "ZCMD," but under a new CUSIP number of G9897X149. The objective of the Share Consolidation is to maintain its listing on the Nasdaq Capital Market.

Upon the effectiveness of the Share Consolidation, every three (3) Class A ordinary shares with a par value of US$0.248 each will be consolidated into one (1) Class A ordinary share with a par value of US$0.744 each, and every three (3) Class B ordinary shares with a par value of US$0.248 each will be consolidated into one (1) Class B ordinary share with a par value of US$0.744 each. No fractional shares will be issued as a result of the Share Consolidation. Instead, any fractional shares that would have resulted from the Share Consolidation will be rounded up to the next whole number. Immediately prior to the Share Consolidation, as of the date hereof, the Company has a total of 3,449,475 Class A ordinary shares and 20,161 Class B ordinary shares issued and outstanding, respectively. As a result of the Share Consolidation, the Company will have approximately 1,149,825 Class A ordinary shares and 6,721 Class B ordinary shares issued and outstanding, respectively, subject to the rounding up of any fractional shares. The Share Consolidation affects all shareholders uniformly and will not alter any shareholder's percentage interest in the Company's outstanding ordinary shares, except for adjustments that may result from the treatment of fractional shares. The Share Consolidation was approved by the Company's shareholders and board of directors on June 18, 2026, respectively.

About Zhongchao Inc.

Zhongchao Inc. is an offshore holding company incorporated in the Cayman Islands. It consolidates the financial results of a variable interest entity, Zhongchao Medical Technology (Shanghai) Limited, and its subsidiaries (the "PRC operating entities") through a series of contractual arrangements. Zhongchao Inc. is a platform-based internet technology company offering services to patients with oncology and other major diseases. The PRC operating entities provide online healthcare information, professional training and educational services to healthcare professionals under their "MDMOOC" platform (www.mdmooc.org), offer patient management services in the professional field of tumor and rare diseases through Zhongxin, offer internet healthcare services through Zhixun Internet Hospital and operate an online information platform, Sunshine Health Forums, to general public. More information about the Company can be found at its investor relations website at http://izcmd.com.

Safe Harbor Statement

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as "may," "will," "intend," "should," "believe," "expect," "anticipate," "project," "estimate" or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company's goals and strategies; the Company's future business development; product and service demand and acceptance; changes in technology; economic conditions; the growth of the professional training and educational services market in China and the other international markets the Company plans to serve; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and the international markets the Company plans to serve and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward–looking statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:

At the Company: Pei Xu, CFO
Email: xupei@mdmooc.org
Phone: +86 13901629242

Investor Relations: Sherry Zheng
WAVECREST GROUP INC.
Phone: +1 718-213-7386
Email: sherry@wavecrestipo.com

View original content:https://www.prnewswire.com/news-releases/zhongchao-inc-announces-1-for-3-share-consolidation-302810104.html

SOURCE Zhongchao Inc.

FAQ

What is Zhongchao (NASDAQ: ZCMD) 1-for-3 share consolidation in June 2026?

Zhongchao is consolidating every three ordinary shares into one on June 29, 2026. According to Zhongchao, both Class A and Class B shares will move from US$0.248 par value to US$0.744 par value after the share consolidation.

When will Zhongchao ZCMD start trading on a post-consolidation basis?

Zhongchao Class A shares will start trading on a post-consolidation basis on June 29, 2026. According to Zhongchao, the shares will remain listed on the Nasdaq Capital Market under the ticker ZCMD with a new CUSIP number G9897X149.

How does the Zhongchao (ZCMD) 1-for-3 share consolidation affect outstanding shares?

The consolidation reduces the number of Zhongchao ordinary shares outstanding without changing most ownership percentages. According to Zhongchao, Class A shares fall from 3,449,475 to about 1,149,825 and Class B shares from 20,161 to about 6,721, subject to fractional rounding.

Will Zhongchao ZCMD shareholders receive fractional shares after the 1-for-3 consolidation?

Zhongchao will not issue fractional shares after the 1-for-3 consolidation. According to Zhongchao, any fractional share that would result from the transaction will instead be rounded up to the next whole share for affected shareholders.

Why is Zhongchao (NASDAQ: ZCMD) implementing a 1-for-3 share consolidation?

Zhongchao is implementing the 1-for-3 share consolidation to support its continued Nasdaq Capital Market listing. According to Zhongchao, the consolidation affects all shareholders uniformly and was approved by shareholders and the board on June 18, 2026.

Does the Zhongchao ZCMD share consolidation change shareholder ownership percentages?

The consolidation generally does not change each shareholder’s percentage ownership in Zhongchao. According to Zhongchao, all shareholders are affected uniformly, with only minor differences potentially arising from the rounding up of fractional shares to whole shares.