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Amaze Holdings (NYSE American: AMZE) sets 1-for-8 reverse stock split after trading halt

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

Rhea-AI Filing Summary

Amaze Holdings, Inc. is implementing a 1-for-8 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on July 24, 2026, pursuant to a Certificate of Change filed in Nevada. The company expects its shares to begin trading on a split-adjusted basis on the NYSE American on July 27, 2026 under new CUSIP 35804X309, contingent on acceptance of the filing.

The reverse split converts every eight issued and outstanding common shares into one share and leaves each shareholder’s ownership percentage unchanged, aside from the handling of fractions. No fractional shares will be issued; holders otherwise entitled to a fractional share will receive one whole share. The par value remains $0.001 per share.

Authorized common shares are being proportionally reduced from 750,000,000 to 93,750,000, allowing the change without shareholder approval under Nevada Revised Statutes Section 78.207. NYSE Regulation halted trading in Amaze’s stock on July 13, 2026 due to an abnormally low trading price, and the company states the reverse split is intended to restore a per-share price appropriate for continued NYSE American listing.

Positive

  • None.

Negative

  • Trading halt and delisting risk: NYSE Regulation halted trading in the common stock on July 13, 2026 due to an abnormally low trading price, and the company highlights a risk that NYSE American may delist the shares.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Reverse split ratio 1-for-8 Every eight issued and outstanding common shares will be combined into one share
Effective date of reverse split 12:01 a.m. Eastern Time on July 24, 2026 Time when the reverse stock split becomes effective
Split-adjusted trading start July 27, 2026 Date Amaze expects NYSE American trading on a split-adjusted basis
Authorized shares before change 750,000,000 shares Common stock authorized prior to the reverse stock split and reduction
Authorized shares after change 93,750,000 shares Common stock authorized after the proportional reduction
Par value per share $0.001 per share Par value of common stock, unchanged by the reverse split
Trading halt date July 13, 2026 Date NYSE Regulation halted trading due to an abnormally low price
New CUSIP 35804X309 CUSIP number for Amaze common stock following the reverse stock split
reverse stock split financial
"Amaze Holdings, Inc. announced that it will effect a 1-for-8 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.
trading halt market
"On July 13, 2026, NYSE Regulation halted trading in the Company’s Common Stock"
A trading halt is a temporary pause on buying and selling a particular stock imposed by an exchange or regulator, like pressing the pause button on a game so everyone can catch up. It is used to give the market time to absorb important new information or to prevent chaotic price swings, and matters to investors because it freezes the ability to trade, delays price discovery, and can change risk and strategy until normal trading resumes.
Certificate of Change regulatory
"pursuant to a Certificate of Change filed with the Secretary of State of the State of Nevada"
NYSE American market
"appropriate for continued listing on the NYSE American"
NYSE American is a stock exchange where companies can list their shares to be bought and sold by investors. It functions like a marketplace, helping businesses raise money and providing investors with opportunities to buy ownership in these companies. Its role is important because it facilitates the trading of smaller or emerging companies, offering investors access to a broader range of investment options.
Nevada Revised Statutes Section 78.207 regulatory
"permitted the Company to effect the Reverse Stock Split without shareholder approval pursuant to Nevada Revised Statutes Section 78.207"
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FAQ

What reverse stock split did Amaze Holdings (AMZE) approve?
Amaze Holdings approved a 1-for-8 reverse stock split, combining every eight issued and outstanding common shares into one. The company states this adjustment is intended to raise the per-share price to a level appropriate for continued NYSE American listing.

When does the Amaze Holdings (AMZE) reverse stock split take effect?
The reverse stock split is scheduled to become effective at 12:01 a.m. Eastern Time on July 24, 2026. Amaze expects trading on a split-adjusted basis to begin on July 27, 2026, subject to acceptance of the Certificate of Change.

How are Amaze Holdings (AMZE) authorized shares changing with the split?
Authorized common shares are being reduced from 750,000,000 to 93,750,000. Amaze explains this proportional reduction allows the reverse stock split to be effected without shareholder approval under Nevada Revised Statutes Section 78.207.

How will Amaze Holdings (AMZE) handle fractional shares in the reverse split?
Amaze will not issue fractional shares in the reverse stock split. Any shareholder who would otherwise receive a fractional share of common stock will instead receive one whole share, slightly adjusting holdings where fractions arise.

Why was trading in Amaze Holdings (AMZE) stock halted on NYSE American?
NYSE Regulation halted trading in Amaze’s common stock on July 13, 2026 due to an abnormally low trading price. The company states it is proceeding with the reverse stock split to help restore a price suitable for continued NYSE American listing.

Will the Amaze Holdings (AMZE) reverse split change shareholder ownership percentages?
Amaze states the reverse stock split will affect all shareholders uniformly and will not alter ownership percentages, except for minor changes from rounding fractional shares up to one whole share. Par value of common stock remains $0.001 per share.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

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

 

Date of Report (Date of earliest event reported): July 14, 2026

 

AMAZE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-41147   87-3905007
(State or other jurisdiction
of incorporation)		   (Commission
File Number)		   (I.R.S. Employer
Identification No.)

 

150 Paularino Ave., Suite D-200, Costa Mesa, CA   92626
(Address of principal executive offices)   (Zip Code)

 

(855) 766-9463

Registrant’s telephone number, including area code

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to 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 Symbol(s)   Name of each exchange on which registered
Common stock, par value $0.001 per share   AMZE   NYSE American

 

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

 

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. ☐

 

 

 

 

 

 

Cautionary Statement Regarding Forward-Looking Statements

 

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements include, but are not limited to, statements regarding the anticipated effective date of the Reverse Stock Split, the expected commencement of trading on a split-adjusted basis, and the acceptance of the COC by the Secretary of State of the State of Nevada. Forward-looking statements are typically identified by words such as “will,” “expect,” “anticipate,” “believe,” “intend,” “plan,” “estimate,” “may,” “should,” “could,” and similar expressions. These statements are based on the Company’s current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, but are not limited to, the acceptance of the COC by the Secretary of State of the State of Nevada, the risk that NYSE American may delist our Common Stock, the risk that NYSE American may not timely remove any trading halt on our Common Stock, and general market and economic conditions. The Company 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.

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On July 14, 2026, Amaze Holdings, Inc. (the “Company”) filed a Certificate of Change, with the Secretary of State of the State of Nevada (the “COC”), which will effect, at 12:01 a.m. Eastern Time on July 24, 2026, a one-for-8 reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding shares of common stock, par value $0.001 per share (the “Common Stock”). In connection with the Reverse Stock Split, the Company proportionally reduced the number of authorized shares of Common Stock from 750,000,000 shares to 93,750,000 shares, which permitted the Company to effect the Reverse Stock Split without shareholder approval pursuant to Nevada Revised Statutes Section 78.207. In connection with the Reverse Stock Split, the CUSIP number for the Common Stock changed to 35804X309.

 

The Company believes that the Common Stock will begin trading on the NYSE American LLC (“NYSE American”) on a Reverse Stock Split-adjusted basis when the market opens on July 27, 2026.

 

As a result of the Reverse Stock Split, every 8 shares of Common Stock issued and outstanding will be converted into one share of Common Stock. The Reverse Stock Split will affect all shareholders uniformly and will not alter any shareholder’s percentage interest in the Company’s equity, except to the extent that the Reverse Stock Split would result in some shareholders owning a fractional share. No fractional shares will be issued in connection with the Reverse Stock Split. Shareholders who would otherwise be entitled to a fractional share of Common Stock will instead be entitled to receive one whole share.

 

The Reverse Stock Split did not change the par value of the Common Stock. All outstanding securities entitling their holders to purchase shares of Common Stock or acquire shares of Common Stock, including stock options, warrants and restricted stock, were adjusted as a result of the Reverse Stock Split, as required by the terms of those securities.

 

The foregoing description of the COC is a summary of the material terms thereof, does not purpose to be complete and is qualified in its entirety by reference to the full text of the COC, which is filed with this report as Exhibit 3.1 and is incorporated hereby by reference.

 

The COC has been submitted to the Secretary of State of the State of Nevada and is pending acceptance. The Company will file an amended Current Report on Form 8-K if the COC is not accepted or if there are any material changes to the terms described herein.

 

Item 7.01. Regulation FD Disclosure.

 

On July 14, 2026, the Company issued a press release announcing the Reverse Stock Split. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

 

3.1 Certificate of Change of Amaze Holdings, Inc. effective July 27, 2026
99.1 Press Release of Amaze Holdings, Inc. dated July 14, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURE

 

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.

 

  AMAZE HOLDINGS, INC.
     
Date: July 14, 2026 By: /s/ Joel Krutz
  Name: Joel Krutz
  Title: Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

Amaze Announces Trading Halt and 1-for-8 Reverse Stock Split

 

COSTA MESA, CA / [Newswire] / July 14, 2026 / Amaze Holdings, Inc. (NYSE American: AMZE) (“Amaze” or the “Company”), a global leader in creator-powered commerce, today announced that it will effect a 1-for-8 reverse stock split of its issued and outstanding shares of common stock, par value $0.001 per share (the “Common Stock”).

 

On July 13, 2026, NYSE Regulation halted trading in the Company’s Common Stock due to an abnormally low trading price. The abnormally low price followed a brief period of irregular trading in the Common Stock at levels significantly below. The Company has been in active communication with NYSE American regarding the resumption of trading and, following that dialogue, is proceeding with the reverse stock split to restore the per-share price of its Common Stock to a level appropriate for continued listing on the NYSE American.

 

The reverse stock split will become effective at 12:01 a.m. Eastern Time on July 24, 2026, pursuant to a Certificate of Change filed with the Secretary of State of the State of Nevada on July 14, 2026. The Company expects its Common Stock to begin trading on a split-adjusted basis at the opening of trading on July 27, 2026, under the new CUSIP number 35804X309.

 

As a result of the reverse stock split, every eight shares of Common Stock issued and outstanding will be combined into one share of Common Stock. The reverse stock split will affect all shareholders uniformly and will not alter any shareholder’s percentage ownership interest in the Company, except with respect to the treatment of fractional shares. No fractional shares will be issued; any shareholder who would otherwise be entitled to a fractional share will instead receive one whole share. In connection with the reverse stock split, the number of authorized shares of Common Stock was proportionally reduced from 750,000,000 shares to 93,750,000 shares, which permitted the Company to effect the reverse stock split without shareholder approval pursuant to Nevada Revised Statutes Section 78.207. The par value of the Common Stock remains unchanged at $0.001 per share.

 

Additional details regarding the reverse stock split can be found in the Current Report on Form 8-K filed on July 14, 2026 with the U.S. Securities and Exchange Commission.

 

About Amaze:

 

Amaze Holdings, Inc. is an end-to-end, creator-powered commerce platform offering tools for seamless product creation, advanced e-commerce solutions, and scalable managed services. By empowering anyone to “sell anything, anywhere,” Amaze enables creators to tell their stories, cultivate deeper audience connections, and generate sustainable income through shoppable, authentic experiences. Discover more at www.amaze.co.

 

Cautionary Note Regarding Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements relate to future events, including the anticipated effective date of the reverse stock split, the expected resumption and commencement of split-adjusted trading, the acceptance of the Certificate of Change by the Secretary of State of the State of Nevada, and the Company’s continued listing on NYSE American, and are subject to risks and uncertainties. These statements can be identified by words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” or “continue.” Actual results could differ materially, including as a result of the risk that NYSE American may delist the Common Stock, the risk that NYSE American may not timely remove the trading halt, and general market and economic conditions. Given these risks and uncertainties, you should not place undue reliance on these forward-looking statements, which speak only as of the date hereof. Unless required by law, the Company undertakes no obligation to update or revise any forward-looking statements.

 

SOURCE: Amaze Holdings, Inc.

 

 

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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Press Releases

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