Welcome to our dedicated page for Banzai International SEC filings (Ticker: BNZIW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Banzai International, Inc. filings document material-event reporting and proxy actions for a Delaware SaaS marketing technology company. Recent Form 8-K and amended Form 8-K disclosures cover amendments to the certificate of incorporation, shareholder voting results, modifications to security-holder rights, Class A and Class B common stock matters, and capital-structure changes.
The company’s regulatory documents also describe debt and equity transactions, including exchanges of common stock for reductions of subordinated secured promissory note obligations and related forbearance arrangements. Definitive proxy statements provide formal records of special meeting proposals, quorum information, board-authorized amendments, and stockholder vote outcomes.
Banzai International reported a weak quarter and raised substantial doubt about its ability to continue as a going concern. Revenue for the three months ended March 31, 2026 was $2,696 thousand, down from $3,379 thousand a year earlier.
The company posted a net loss of $8,417 thousand versus $3,644 thousand, and used $5,501 thousand of cash in operating activities. Cash was only $137 thousand as of March 31, 2026, with an accumulated deficit of about $109,189 thousand.
Management plans to rely on additional debt and equity financings, including the Yorkville SEPA and an at-the-market program, but states these plans are not probable enough to remove going concern uncertainty.
Banzai International reported a weak quarter and raised substantial doubt about its ability to continue as a going concern. Revenue for the three months ended March 31, 2026 was $2,696 thousand, down from $3,379 thousand a year earlier.
The company posted a net loss of $8,417 thousand versus $3,644 thousand, and used $5,501 thousand of cash in operating activities. Cash was only $137 thousand as of March 31, 2026, with an accumulated deficit of about $109,189 thousand.
Management plans to rely on additional debt and equity financings, including the Yorkville SEPA and an at-the-market program, but states these plans are not probable enough to remove going concern uncertainty.
Banzai International, Inc. is implementing a 1-for-20 reverse stock split of its Class A and Class B common stock to raise the share price and help maintain compliance with the Nasdaq Minimum Bid Price Requirement. The split is effective at market open on May 8, 2026, when Class A shares will begin trading on a split-adjusted basis under the symbol BNZI with a new CUSIP number 06682J605.
Every twenty shares of common stock will be combined into one share, reducing Class A common stock outstanding from 22,910,282 shares to approximately 1,145,515 shares, and Class B common stock from 677,118 shares to approximately 33,856 shares. No fractional shares will be issued; any fractional amounts will be rounded up to the nearest whole share. The split also proportionately adjusts stock options and warrants, including both the share amounts and aggregate exercise prices, but is intended to keep each shareholder’s percentage ownership generally unchanged aside from rounding effects.
Banzai International, Inc. is implementing a 1-for-20 reverse stock split of its Class A and Class B common stock to raise the share price and help maintain compliance with the Nasdaq Minimum Bid Price Requirement. The split is effective at market open on May 8, 2026, when Class A shares will begin trading on a split-adjusted basis under the symbol BNZI with a new CUSIP number 06682J605.
Every twenty shares of common stock will be combined into one share, reducing Class A common stock outstanding from 22,910,282 shares to approximately 1,145,515 shares, and Class B common stock from 677,118 shares to approximately 33,856 shares. No fractional shares will be issued; any fractional amounts will be rounded up to the nearest whole share. The split also proportionately adjusts stock options and warrants, including both the share amounts and aggregate exercise prices, but is intended to keep each shareholder’s percentage ownership generally unchanged aside from rounding effects.
Banzai International, Inc. exchanged shares of its Class A common stock for reductions in a subordinated secured promissory note and obtained a temporary forbearance from its lender. The company first issued 232,786 shares valued at $1.22 per share, or $284,000, to cut the note balance, while also agreeing to a $628,057.50 forbearance fee that increased principal.
Between January 27 and April 29, 2026, Banzai entered six similar exchange agreements, issuing an additional 1,466,501 shares of common stock for further note reductions, bringing the outstanding balance to $819,432.50. The 1,466,501 shares represented about 7.4% of common stock outstanding as of April 29, 2026. The forbearance runs until March 30, 2026, or earlier upon a defined default and covers certain potential events of default under the note.
Banzai International, Inc. exchanged shares of its Class A common stock for reductions in a subordinated secured promissory note and obtained a temporary forbearance from its lender. The company first issued 232,786 shares valued at $1.22 per share, or $284,000, to cut the note balance, while also agreeing to a $628,057.50 forbearance fee that increased principal.
Between January 27 and April 29, 2026, Banzai entered six similar exchange agreements, issuing an additional 1,466,501 shares of common stock for further note reductions, bringing the outstanding balance to $819,432.50. The 1,466,501 shares represented about 7.4% of common stock outstanding as of April 29, 2026. The forbearance runs until March 30, 2026, or earlier upon a defined default and covers certain potential events of default under the note.
Banzai International, Inc. reported that shareholders approved a reverse stock split and the board set the ratio at 1-for-20 for both Class A and Class B common stock. The proposal received 9,199,546 votes for, 556,612 against and 37,584 abstentions.
As of April 27, 2026, there were 19,902,346 Class A shares and 677,118 Class B shares outstanding. After the reverse split, the company expects approximately 995,118 Class A shares and 33,856 Class B shares outstanding. The reverse split is expected to be effective as of May 8, 2026 under Nasdaq listing rules.
Banzai International, Inc. reported that shareholders approved a reverse stock split and the board set the ratio at 1-for-20 for both Class A and Class B common stock. The proposal received 9,199,546 votes for, 556,612 against and 37,584 abstentions.
As of April 27, 2026, there were 19,902,346 Class A shares and 677,118 Class B shares outstanding. After the reverse split, the company expects approximately 995,118 Class A shares and 33,856 Class B shares outstanding. The reverse split is expected to be effective as of May 8, 2026 under Nasdaq listing rules.
Banzai International, Inc. is asking stockholders to approve a reverse stock split of its Class A and Class B common stock at a ratio of up to 1-for-20, with the final ratio and timing left to the Board’s discretion and the ability to abandon the change.
As of the April 6, 2026 record date, Banzai had 17,393,826 Class A and 677,118 Class B shares outstanding, with Class A carrying one vote per share and Class B ten votes. For illustration, a 1-for-20 split would reduce these to approximately 869,692 Class A and 33,856 Class B shares.
The Board states its primary goal is to increase the trading price of Class A shares and help maintain Nasdaq Capital Market listing, while noting the split could reduce liquidity and create odd-lot holdings. A second proposal would allow adjournment of the special meeting to solicit additional proxies if needed.
Banzai International, Inc. is asking stockholders to approve a reverse stock split of its Class A and Class B common stock at a ratio of up to 1-for-20, with the final ratio and timing left to the Board’s discretion and the ability to abandon the change.
As of the April 6, 2026 record date, Banzai had 17,393,826 Class A and 677,118 Class B shares outstanding, with Class A carrying one vote per share and Class B ten votes. For illustration, a 1-for-20 split would reduce these to approximately 869,692 Class A and 33,856 Class B shares.
The Board states its primary goal is to increase the trading price of Class A shares and help maintain Nasdaq Capital Market listing, while noting the split could reduce liquidity and create odd-lot holdings. A second proposal would allow adjournment of the special meeting to solicit additional proxies if needed.
Banzai International, Inc. chief executive officer Joe Davy filed a Schedule 13D reporting beneficial ownership of 677,118 shares of Class B Common Stock, representing 100% of that class. Each Class B share carries ten votes, giving him significant voting control.
On April 6, 2026, he received 446,004 Class B shares as equity compensation. This included 297,336 shares for a performance-based stock grant valued at $250,000, tied to a $15,000,000 market capitalization benchmark, and 148,668 shares issued instead of a $125,000 cash bonus, both priced at $0.841 per share.
Banzai International, Inc. chief executive officer Joe Davy filed a Schedule 13D reporting beneficial ownership of 677,118 shares of Class B Common Stock, representing 100% of that class. Each Class B share carries ten votes, giving him significant voting control.
On April 6, 2026, he received 446,004 Class B shares as equity compensation. This included 297,336 shares for a performance-based stock grant valued at $250,000, tied to a $15,000,000 market capitalization benchmark, and 148,668 shares issued instead of a $125,000 cash bonus, both priced at $0.841 per share.
Davy Joseph P. reported acquisition or exercise transactions in this Form 4 filing.
Banzai International, Inc. reported that Chief Executive Officer Davy Joseph P. received a grant of 446,004 shares of Class B Common Stock as equity compensation. The award was approved by the board under an addendum to an executive compensation decision. Following this grant, he directly holds 677,118 Class B shares. The shares were issued at a stated price of $0.00 per share, reflecting a non-cash compensation award rather than a market purchase.
Davy Joseph P. reported acquisition or exercise transactions in this Form 4 filing.
Banzai International, Inc. reported that Chief Executive Officer Davy Joseph P. received a grant of 446,004 shares of Class B Common Stock as equity compensation. The award was approved by the board under an addendum to an executive compensation decision. Following this grant, he directly holds 677,118 Class B shares. The shares were issued at a stated price of $0.00 per share, reflecting a non-cash compensation award rather than a market purchase.
Banzai International, Inc. is asking stockholders to approve a reverse stock split of its Class A and Class B common stock at a ratio of up to 1-for-20 and a proposal to permit adjournment to solicit additional proxies. The special meeting is scheduled virtually for April 28, 2026 with a record date of April 6, 2026. If approved, the Board may implement the reverse split any time before the one-year anniversary of the meeting; the Board may also abandon or delay the amendment at its discretion. The split will not change authorized shares and fractional results will be rounded up to whole shares as described in the proposed amendment.
Banzai International, Inc. files its annual report outlining a SaaS-based MarTech business built around webinar, video, outreach and newsletter tools such as Demio, OpenReel, Vidello, Boost, Reach and Curate. The company focuses on B2B marketing customers across 90 countries and grows through subscriptions and acquisitions.
Banzai reports significant operating losses of $18.5 million in 2025 and $13.5 million in 2024 and discloses “substantial doubt” about its ability to continue as a going concern, noting it may need additional capital. It highlights recent acquisitions, reverse stock splits to maintain Nasdaq listing, and a non‑binding deal to acquire ConnectAndSell assets, expected to add about $15 million of annual revenue.
Banzai International, Inc. files its annual report outlining a SaaS-based MarTech business built around webinar, video, outreach and newsletter tools such as Demio, OpenReel, Vidello, Boost, Reach and Curate. The company focuses on B2B marketing customers across 90 countries and grows through subscriptions and acquisitions.
Banzai reports significant operating losses of $18.5 million in 2025 and $13.5 million in 2024 and discloses “substantial doubt” about its ability to continue as a going concern, noting it may need additional capital. It highlights recent acquisitions, reverse stock splits to maintain Nasdaq listing, and a non‑binding deal to acquire ConnectAndSell assets, expected to add about $15 million of annual revenue.
Banzai International, Inc. disclosed the initial equity holdings of its Chief Financial Officer, Larry Dean Ditto Jr., in the form of restricted stock units (RSUs). The filing shows RSUs tied to 32,362 shares of Class A common stock and a separate RSU award tied to 136,646 shares.
Each RSU represents the right to receive one share of Class A common stock upon vesting. One RSU grant awarded on August 22, 2025 vests in equal quarterly installments over a year, and 16,181 of those RSUs have vested as of this filing. A second RSU grant awarded on January 1, 2026 also vests quarterly over a year, and none of those RSUs have vested yet.
Banzai International, Inc. disclosed the initial equity holdings of its Chief Financial Officer, Larry Dean Ditto Jr., in the form of restricted stock units (RSUs). The filing shows RSUs tied to 32,362 shares of Class A common stock and a separate RSU award tied to 136,646 shares.
Each RSU represents the right to receive one share of Class A common stock upon vesting. One RSU grant awarded on August 22, 2025 vests in equal quarterly installments over a year, and 16,181 of those RSUs have vested as of this filing. A second RSU grant awarded on January 1, 2026 also vests quarterly over a year, and none of those RSUs have vested yet.