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Artificial Intelligence Technology Solutions (AITX) drops 3.8B-share authorization boost after reverse split

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Artificial Intelligence Technology Solutions, Inc. announced that its board has canceled a previously proposed increase in authorized common shares after completing a 100-for-1 reverse stock split. The proposal would have raised authorized common stock from 27.5 billion shares to 31.3 billion shares.

Authorized capitalization therefore remains at 27,520,000,000 total shares, consisting of 27,500,000,000 common shares and 20,000,000 preferred shares. The company and its board plan to evaluate a potential future reduction of the authorized share count to better align its capital structure with long-term objectives.

Positive

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Insights

AITX keeps current share authorization after canceling a sizable proposed increase.

Artificial Intelligence Technology Solutions had proposed adding 3.8 billion authorized common shares, taking the total from 27.5 billion to 31.3 billion. Following processing of its 100-for-1 reverse stock split on March 12, 2026, the board unanimously chose not to move forward.

This decision leaves the company’s authorized capitalization unchanged at 27,520,000,000 shares (27,500,000,000 common and 20,000,000 preferred). It removes a near-term expansion of potential issuance capacity but does not reduce the existing authorization, so the immediate capital structure remains the same.

Management and the board also signaled they will review a possible reduction in the authorized share count, aiming to align it with long-term goals. Any actual reduction would require a separate decision and communication, so the eventual impact on dilution and financing flexibility will depend on that later outcome.


false 2026-03-16 0001498148 Artificial Intelligence Technology Solutions, Inc. 0001498148 2026-03-16 2026-03-16

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 16, 2026

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)

Nevada 000-55079 27-2343603
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

10800 Galaxie Avenue
Ferndale, Michigan, United States 48220
(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: (877) 787-6268

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Trading Symbols   Name of each exchange on which registered
N/A   N/A   N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


When used in this Current Report on Form 8-K, unless otherwise indicated, the terms the "Company," "our," or "we" refer to Artificial Intelligence Technology Solutions Inc. and its subsidiaries.

Item 8.01 Other Events

On March 16, 2026, we will be issuing a press release titled "AITX Cancels Previously Proposed Authorized Share Increase Following Reverse Stock Split", which press release is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K with respect to Item 8.01 (including the press release attached hereto as Exhibit 99.1) is being furnished pursuant to Item 8.01 of Form 8-K and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act. This current report on Form 8-K (including Exhibit 99.1) will not be deemed an admission as to the materiality of any information contained herein.

ITEM 9.01. EXHIBITS

Exhibit No.   Description
     
99.1   March 16, 2026 Press Release
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 16, 2026 ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS INC.
     
    /s/ Steven Reinharz
  Name: Steven Reinharz
  Title: Chief Executive Officer



Exhibit 99.1

AITX Cancels Previously Proposed Authorized Share Increase Following Reverse Stock Split

Detroit, Michigan, March 16, 2026 - Artificial Intelligence Technology Solutions, Inc., (the "Company") (OTCID:AITXD), a global leader in AI-driven security and productivity solutions, today announced that its Board of Directors has voted not to proceed with the previously proposed increase in the Company's authorized share count, following completion of the Company's 100-for-1 reverse stock split.

On March 2, 2026, the Company filed a Definitive Information Statement with the U.S. Securities and Exchange Commission related to a proposed increase of 3.8 billion authorized shares of common stock, which would have raised the Company's authorized common share count from 27.5 billion shares to 31.3 billion shares.

On March 12, 2026, the Company's 100-for-1 reverse stock split was processed by FINRA. In connection with the completion of the reverse split, the AITX Board of Directors unanimously voted not to proceed with the previously proposed authorized share increase.

 As a result, the Company's authorized capitalization remains unchanged at 27,520,000,000 total shares, consisting of: 27,500,000,000 shares of common stock

 20,000,000 shares of preferred stock

Steve Reinharz, CEO/CTO and founder of AITX, commented, "With the reverse split now completed, we determined that the proposed authorized share increase was no longer necessary. Canceling the increase reflects our ongoing efforts to responsibly manage the Company's capital structure while we remain focused on executing our operational plan."

The Company also indicated that management and the Board of Directors will evaluate a potential reduction to the authorized share count, with the goal of better aligning the Company's capital structure with its long-term objectives. Any decision regarding an authorized share reduction will be communicated to investors once that review has been completed.

AITX continues to focus on expanding deployments of its AI-driven security and automation solutions while progressing toward its goal of achieving positive operational cash flow.

The Company invites investors and interested parties to review its corporate profile, available at www.aitx.ai/request-aitx-company-profile/.

About Artificial Intelligence Technology Solutions, Inc. (AITX)

AITX, through its primary subsidiary, Robotic Assistance Devices, Inc. (RAD), is redefining the nearly $50 billion (US) security and guarding services industry1 through its broad lineup of innovative, AI-driven Solutions-as-a-Service business model. RAD solutions are specifically designed to provide cost savings to businesses of between 35%-80% when compared to the industry's existing and costly manned security guarding and monitoring model. RAD delivers these cost savings via a suite of stationary and mobile robotic solutions that complement, and at times, directly replace the need for human personnel in environments better suited for machines.


The Company's operations and internal controls have been validated through successful completion of its SOC 2 Type 2 audit, which is a formal, independent audit that evaluates a service organization's internal controls for handling customer data and determines if the controls are not only designed properly but also operating effectively to protect customer data. This audit reinforces the Company's credibility with enterprise and government clients who require strict data protection and security compliance.

RAD is led by Steve Reinharz, CEO/CTO and founder of AITX and RAD, who brings decades of experience in the security services industry. Reinharz serves as chair of the Security Industry Association's (SIA) Autonomous Solutions Working Group and as a member of the SIA Board of Directors. The RAD team also draws on extensive expertise across the sector, including Mark Folmer, CPP, PSP, President of RAD and Chair of the ASIS International North American Regional Board of Directors, Troy McCanna, former FBI Special Agent and RAD's Chief Security Officer, and Stacy Stephens, co-founder of security robotics company Knightscope. Their combined backgrounds in security industry leadership, law enforcement, and robotics innovation reinforce RAD's ability to deliver proven, practical, and disruptive solutions to its clients.

RAD has a prospective sales pipeline of over 35 Fortune 500 companies and numerous other client opportunities. RAD expects to continue to attract new business as it converts its existing sales opportunities into deployed clients generating a recurring revenue stream. Each Fortune 500 client has the potential of making numerous reorders over time.

AITX is an innovator in the delivery of artificial intelligence-based solutions that empower organizations to gain new insight, solve complex challenges and fuel new business ideas. Through its next-generation robotic product offerings, AITX's RAD, RAD-R, RAD-M and RAD-G companies help organizations streamline operations, increase ROI, and strengthen business. AITX technology improves the simplicity and economics of patrolling and guard services and allows experienced personnel to focus on more strategic tasks. Customers augment the capabilities of existing staff and gain higher levels of situational awareness, all at drastically reduced cost. AITX solutions are well suited for use in multiple industries such as enterprises, government, transportation, critical infrastructure, education, and healthcare. To learn more, visit www.aitx.ai, www.radsecurity.com, www.radcam.ai, www.stevereinharz.com, www.radgroup.ai, www.raddog.ai, and www.radlightmyway.com, or follow Steve Reinharz on X @SteveReinharz.

CAUTIONARY DISCLOSURE ABOUT FORWARD-LOOKING STATEMENTS

The information contained in this publication does not constitute an offer to sell or solicit an offer to buy securities of Artificial Intelligence Technology Solutions, Inc. (the "Company"). This publication contains forward-looking statements, which are not guarantees of future performance and may involve subjective judgment and analysis. As such, there are no assurances whatsoever that the Company will meet its expectations with respect to its future revenues or results of operations. The information provided herein is believed to be accurate and reliable, however the Company makes no representations or warranties, expressed or implied, as to its accuracy or completeness. The Company has no obligation to provide the recipient with additional updated information. No information in this publication should be interpreted as any indication whatsoever of the Company's future revenues, results of operations, or stock price.

###


Doug Clemons
248-270-8273
doug.c@radsecurity.com

_____________________________

1 https://www.ibisworld.com/united-states/market-research-reports/security-services-industry/


FAQ

What capital structure change did AITX (AITX) announce in its latest 8-K?

AITX announced that its board canceled a previously proposed increase in authorized common shares. The company had planned to add 3.8 billion shares but chose to keep the existing 27.5 billion authorized common shares instead, leaving total authorized capitalization unchanged.

How many shares is AITX currently authorized to issue?

AITX’s authorized capitalization remains 27,520,000,000 total shares. This consists of 27,500,000,000 shares of common stock and 20,000,000 shares of preferred stock, after the board decided not to proceed with the previously proposed 3.8 billion share authorization increase.

What was the size of AITX’s canceled authorized share increase proposal?

The canceled proposal would have increased authorized common stock by 3.8 billion shares. That plan would have raised the company’s authorized common share count from 27.5 billion shares to 31.3 billion shares, but the board unanimously voted not to proceed after the reverse stock split.

How is AITX’s reverse stock split related to the share authorization decision?

AITX completed a 100-for-1 reverse stock split processed by FINRA on March 12, 2026. After the reverse split, the board determined the previously proposed authorized share increase was no longer necessary and voted to cancel it, keeping the existing authorization levels intact.

Is AITX considering changing its authorized share count in the future?

Yes. AITX stated that management and the board will evaluate a possible reduction of the authorized share count. Their goal is to better align the company’s capital structure with long-term objectives, and any resulting decision will be communicated to investors once that review is complete.

What strategic rationale did AITX give for canceling the authorized share increase?

AITX’s CEO said the reverse split’s completion made the authorized share increase unnecessary. He explained that canceling the increase reflects efforts to responsibly manage the company’s capital structure while leadership remains focused on executing its operational plan and pursuing positive operational cash flow.

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