Zhongchao Inc. Announces 1-for-31 Share Consolidation

Zhongchao (NASDAQ: ZCMD) will implement a 1-for-31 share consolidation of its Class A and Class B ordinary shares, effective at the open of trading on June 8, 2026.

Rhea-AI Summary

Zhongchao (NASDAQ: ZCMD) will implement a 1-for-31 share consolidation of its Class A and Class B ordinary shares, effective at the open of trading on June 8, 2026. Shares will continue trading on Nasdaq under symbol ZCMD with new CUSIP G9897X131.

Each 31 ordinary shares of par value US$0.008 will become one share of par value US$0.248. Fractional entitlements will be rounded up. Outstanding shares will change from 79,685,696 to approximately 2,570,507 Class A and from 624,972 to approximately 20,161 Class B shares. The consolidation aims to maintain the Nasdaq Capital Market listing and was approved by shareholders on February 10, 2026 and the board on March 31, 2026.

Positive

• Objective to maintain Nasdaq listing via share consolidation
• Share count aligned to higher par value, 31x per-share par increase
• Fractional shares rounded up, avoiding loss of value from fractions

Negative

• 1-for-31 consolidation reduces Class A share count from 79.7M to about 2.57M
• Ownership percentages may slightly change due to fractional share rounding adjustments

Argus Jun 4 session

-32.96% close to close Open Argus

Details

News Market Reaction – ZCMD

In the Jun 4 session, ZCMD declined 32.96%, reflecting a significant negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -33.0% in the session following this news. A negative reaction despite the mechani...

Analysis

The stock dropped -33.0% in the session following this news. A negative reaction despite the mechanical nature of the 1-for-31 consolidation fits prior patterns, where the offering and the earlier 1-for-8 consolidation saw moves of -69.09% and -10.68%. Past trading suggests sensitivity to dilution and structural changes. With shares trading far below the 200-day MA at $4.22, investors may have focused on historical weakness rather than the stated objective of maintaining the Nasdaq listing.

Key Figures

Share consolidation ratio: 1-for-31 Pre-consolidation Class A: 79,685,696 shares Pre-consolidation Class B: 624,972 shares +5 more

Share consolidation ratio

1-for-31

Class A and Class B ordinary shares consolidation

Pre-consolidation Class A

79,685,696 shares

Issued and outstanding before 1-for-31 consolidation

Pre-consolidation Class B

624,972 shares

Issued and outstanding before 1-for-31 consolidation

Post-consolidation Class A

2,570,507 shares

Approximate Class A outstanding after consolidation

Post-consolidation Class B

20,161 shares

Approximate Class B outstanding after consolidation

Par value pre-consolidation

US$0.008 per share

Class A and Class B before consolidation

Par value post-consolidation

US$0.248 per share

Class A and Class B after consolidation

Effective trading date

June 8, 2026

Post-consolidation trading on Nasdaq Capital Market

Historical Context

2 past events · Latest: May 29

2 events

1. May 29

   Equity offering

   24h Move

   -69.1%

   Best-efforts public offering targeting about $5M in gross proceeds.

2. Feb 26

   Share consolidation

   24h Move

   -10.7%

   1-for-8 share consolidation to regain Nasdaq minimum bid compliance.

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

Key Terms

cusip

1 terms

cusip technical

"will begin trading on a post-Share Consolidation basis ... under a new CUSIP number of G9897X131"

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.

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SHANGHAI, June 4, 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-31 share consolidation of the Company's ordinary shares of US$0.008 par value each (the "Share Consolidation").

Beginning with the opening of trading on June 8, 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 G9897X131. The objective of the Share Consolidation is to maintain its listing on the Nasdaq Capital Market.

Upon the effectiveness of the Share Consolidation, every 31 Class A ordinary shares with a par value of US$0.008 each will be consolidated into one (1) Class A ordinary share with a par value of US$0.248 each, and every 31 Class B ordinary shares with a par value of US$0.008 each will be consolidated into one (1) Class B ordinary share with a par value of US$0.248 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 79,685,696 Class A ordinary shares and 624,972 Class B ordinary shares issued and outstanding, respectively. As a result of the Share Consolidation, the Company will have approximately 2,570,507 Class A ordinary shares and 20,161 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 on February 10, 2026 and board of directors on March 31, 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-31-share-consolidation-302790997.html

SOURCE Zhongchao Inc.

FAQ

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

What is Zhongchao (NASDAQ: ZCMD) 1-for-31 share consolidation effective June 8, 2026?

Zhongchao will consolidate every 31 ordinary shares into one share effective June 8, 2026. According to the company, both Class A and Class B shares will be affected, with adjusted par value and a new CUSIP while retaining the ZCMD ticker on Nasdaq.

How will Zhongchao ZCMD share consolidation affect existing shareholders?

Existing shareholders will receive one share for every 31 currently held, with no cash paid. According to Zhongchao, percentage ownership should remain essentially unchanged, except for minor adjustments from fractional shares being rounded up to the next whole share.

Why is Zhongchao (ZCMD) conducting a 1-for-31 share consolidation?

Zhongchao states the share consolidation’s objective is to help maintain its Nasdaq Capital Market listing. By consolidating shares, the company aims to adjust its share structure while keeping all shareholders treated uniformly, aside from fractional share rounding effects.

What will Zhongchao ZCMD share counts be after the share consolidation?

After the consolidation, Zhongchao expects about 2,570,507 Class A and 20,161 Class B shares outstanding. According to the company, these figures result from converting 79,685,696 Class A and 624,972 Class B shares at the 1-for-31 ratio, subject to rounding.

How are fractional shares treated in Zhongchao (ZCMD) 1-for-31 consolidation?

No fractional Zhongchao shares will be issued as part of the consolidation. According to the company, any fractional entitlement resulting from the 1-for-31 ratio will be rounded up to the next whole share, slightly adjusting some investors’ exact ownership percentages.

What changes for Zhongchao ZCMD par value and CUSIP after consolidation?

Each ordinary share’s par value will increase from US$0.008 to US$0.248 following the 1-for-31 consolidation. According to Zhongchao, the stock will keep trading under symbol ZCMD on Nasdaq but will use a new CUSIP number, G9897X131.