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Blue Star Foods Corp. (BSFC) SEC Filings

BSFC OTC

Blue Star Foods Corp. filings document regulatory disclosures for a public sustainable seafood company with common stock trading under BSFC. The record includes current reports on corporate governance and capital structure, including amendments to the certificate of incorporation that increased authorized common and preferred stock.

Blue Star Foods filings also cover auditor changes, late annual-report notifications, and exchange-status records. Form 25 materials document the removal of the company’s common stock from Nasdaq listing and registration, while Form 8-K disclosures report material events involving certifying accountants, charter amendments, and other required corporate actions.

Rhea-AI Summary

Blue Star Foods Corp. (BSFC) will effect a 1-for-1,600 reverse stock split at 12:01 a.m. Eastern Time on October 8, 2026. Each 1,600 shares outstanding immediately before that time will combine into one share. The company expects its common stock to begin trading on a split-adjusted basis in the over-the-counter market that day.

Blue Star Foods states that pre-split shares outstanding are 171,980,101 and post-split shares are expected to be 107,488 after fractional-share treatment. The split will not change the common stock’s $0.0001 par value or the 5,005,000,000 shares of authorized capital stock. FINRA has neither approved nor disapproved the corporate action.

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Rhea-AI Summary

Blue Star Foods Corp. (BSFC) reports that its Board and a stockholder holding approximately 51.17% of the outstanding voting power approved an amendment to its Amended and Restated Certificate of Incorporation to implement a reverse stock split of its common stock. The split may be effected at a ratio of not less than 1-for-100 and not greater than 1-for-10,000, with the exact ratio to be set by the Board in its sole discretion. The action was taken by written consent on January 28, 2026 and will become effective no earlier than 20 days after mailing of this information statement to stockholders.

The company states the reverse split is intended to increase the per-share trading price, potentially broaden the investor base and affect trading liquidity, while acknowledging there is no assurance of sustained price improvement and that total market capitalization may decline. No fractional shares will be issued; any fractional interests will be rounded up to the nearest whole share, with no cash paid in lieu of fractions. Outstanding options, warrants and convertible securities will be proportionately adjusted, and the par value of common stock will remain unchanged. Stockholders are not being asked for a proxy and have no appraisal rights in connection with this action.

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Rhea-AI Summary

Blue Star Foods Corp., an international seafood importer and processor, reported net revenue of $782,676 for the six months ended June 30, 2026, down from $2,133,098 a year earlier, driven by sharply lower sales volumes. Gross profit was $305,812 versus $344,334, while the net loss narrowed to $800,438 from $1,851,748.

Liquidity is strained: cash and cash equivalents were $11,119, total assets $1,288,041, and total liabilities $4,261,146, resulting in negative stockholders’ equity of $(2,973,105) and a working capital deficit of $3,136,801. Management states these conditions raise substantial doubt about the company’s ability to continue as a going concern.

The capital structure is highly leveraged and dilutive, with convertible notes at fair value of $1,922,579, additional debt and high-interest loans, and extensive use of share issuances to settle obligations. Common shares outstanding rose to 163,880,101 at June 30, 2026, and 171,880,101 by July 31, 2026, alongside 70,923,969 warrants at low exercise prices. A reverse stock split in a range of 1:100 to 1:10,000 has been approved but not yet effected. The company is also involved in legal proceedings over a terminated British Columbia facility lease and has filed a U.S. lawsuit against an Indonesian supplier seeking recovery of approximately $0.25 million; outcomes of these matters are uncertain.

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Rhea-AI Summary

Blue Star Foods Corp. reported Q1 2026 revenue of $250,259, down 74.0% from the prior-year quarter, generating gross profit of only $8,747. Net loss narrowed to $735,313 from $1,199,930 as interest expense declined, but operations remained unprofitable.

Balance sheet pressure is severe: cash was $16,948, total assets $1.34 million versus liabilities of $4.31 million, a working capital deficit of $3,134,850 and stockholders’ deficit of $2,968,411 as of March 31, 2026. The company states these factors raise substantial doubt about its ability to continue as a going concern.

Liquidity depended on high-cost debt and equity. Q1 activity included multiple convertible promissory notes and issuance of more than 68 million common shares to retire modest amounts of debt and interest, plus 1,550,000 super-voting preferred shares that concentrate voting control. The company also faces lease litigation in British Columbia and a U.S. civil claim against an Indonesian supplier, both with outcomes uncertain, and has an approved but not yet effective reverse stock split.

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Blue Star Foods Corp. files its annual report describing an international seafood business focused on imported crab meat and land-based salmon farming through subsidiaries Coastal Pride and TOBC. The company dissolved Afritex Ventures Inc. and John Keeler & Co. and now operates with a lean structure.

Management highlights a strategy of organic growth, acquisitions and scaling TOBC’s recirculating aquaculture systems, with an internal goal of producing 21,000 metric tons of steelhead salmon by 2028. The report also notes heavy reliance on a small number of suppliers and customers, extensive regulatory oversight, and an auditor’s going concern paragraph citing recurring losses and capital needs.

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Blue Star Foods Corp. approved a board-authorized reverse stock split to be effected at a ratio between 1-for-100 and 1-for-10,000, with the Board to select the final ratio in its sole discretion.

The action was approved by written consent of the holder of approximately 51.17% of the outstanding voting power on January 28, 2026. The Record Date for determining stockholders was January 30, 2026, and the Information Statement is being mailed on or about March 17, 2026. The Reverse Stock Split will not become effective until at least twenty calendar days after mailing. Fractional shares will be rounded up to whole shares; no cash will be paid for fractions.

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FAQ

How many Blue Star Foods (BSFC) SEC filings are available on StockTitan?

StockTitan tracks 22 SEC filings for Blue Star Foods (BSFC), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Blue Star Foods (BSFC)?

The most recent SEC filing for Blue Star Foods (BSFC) was filed on October 8, 2026.