Clearmind (Nasdaq: CMND) plans 1-for-10 reverse share split effective May 21, 2026

Rhea-AI Filing Summary

Clearmind Medicine Inc. is implementing a 1-for-10 reverse share split of its common shares to support its plan to regain compliance with the Nasdaq Minimum Bid Price Rule. The reverse split will be effective and the shares will begin trading on this basis on May 21, 2026.

After the reverse split, issued and outstanding common shares will be adjusted from 10,190,337 to approximately 1,019,033, while authorized share capital will remain unlimited. Fractional shares will not be issued and will instead be rounded up to the nearest whole share, and all outstanding options and warrants will be proportionately adjusted.

Key Figures

Reverse split ratio: 1-for-10 Shares outstanding before split: 10,190,337 shares Shares outstanding after split: approximately 1,019,033 shares +3 more

6 metrics

Reverse split ratio 1-for-10 Reverse share split of common shares

Shares outstanding before split 10,190,337 shares Issued and outstanding common shares pre–reverse split

Shares outstanding after split approximately 1,019,033 shares Issued and outstanding common shares post–reverse split

Effective trading date May 21, 2026 First Nasdaq trading day on a post–reverse split basis

Patent portfolio 31 granted patents Nineteen patent families with 31 granted patents

Patent families 19 families Company’s intellectual property portfolio breadth

Key Terms

reverse share split, Nasdaq Minimum Bid Price Rule, Form 6-K, forward-looking statements, +1 more

5 terms

reverse share split financial

"it will effect a reverse share split of the Company’s common shares at the ratio of 1-for-10"

A reverse share split is when a company reduces the number of its shares outstanding by combining multiple shares into one, effectively increasing the price of each share. For investors, this can help improve the company's image or meet stock exchange listing requirements, but it does not change the total value of their investment. It’s similar to turning many small pieces of a puzzle into fewer larger pieces—nothing new is added or lost, just rearranged.

Nasdaq Minimum Bid Price Rule regulatory

"The reverse split is being effected as part of the Company’s plan to regain compliance with the Nasdaq Minimum Bid Price Rule"

A NASDAQ minimum bid price rule requires a stock to trade above a set minimum price per share for a specified period to remain listed. Think of it like a shop that won’t carry items that sell too cheaply: if a share’s trading price stays below the threshold, the company can get a warning and eventually be removed from the exchange. Investors care because falling below the rule can reduce liquidity, limit where the stock can be bought or sold, and often signals financial stress or weak market confidence.

Form 6-K regulatory

"Form 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

forward-looking statements regulatory

"This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

neuroplastogen-derived therapeutics technical

"development of novel, non-hallucinogenic, second generation, neuroplastogen-derived therapeutics to solve major under-treated health problems"

Neuroplastogen-derived therapeutics are drugs or biological treatments developed from compounds that promote neuroplasticity — the brain’s ability to rewire and form new connections after injury or in response to learning. For investors, they matter because these therapies target underlying brain repair mechanisms rather than only masking symptoms, offering the potential for durable benefits in conditions like depression, stroke recovery, or neurodegeneration; if effective, they can create large, high-value markets similar to replacing a faulty bridge with a stronger one.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of: May 2026

Commission file number: 001-41557

CLEARMIND MEDICINE INC.

(Translation of registrant’s name into English)

101 – 1220 West 6th Avenue

Vancouver, British Columbia

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒      Form 40-F ☐

CONTENTS

Clearmind Medicine Inc. (the “Company”) is announcing that it will effect a reverse share split of the Company’s common shares at the ratio of 1-for-10, such that each ten (10) common shares, no par value, shall be consolidated into one (1) common share, no par value. The first date when the Company’s common shares will begin trading on the Nasdaq Capital Market after implementation of the reverse split will be Thursday, May 21, 2026.

Following the implementation of the reverse split, the Company’s authorized share capital will remain unchanged. The reverse split will adjust the number of issued and outstanding common shares of the Company from 10,190,337 common shares to approximately 1,019,033 common shares (subject to any further adjustments based on the treatment of fractional shares).

No fractional common shares will be issued as a result of the reverse split. All fractional common shares will be rounded up to the nearest whole common share. In addition, a proportionate adjustment will be made to the per share exercise price and the number of shares issuable upon the exercise of all outstanding warrants and options entitling the holders to purchase common shares. The new CUSIP number for the common shares will be 185053600.

On May 19, 2026, the Company issued a press release titled “Clearmind Medicine Announces 1-for-10 Reverse Share Split.” A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

This Form 6-K, including the first four paragraphs and the section titled “Forward-Looking Statements” of the press release attached to this Form 6-K as Exhibit 99.1, are incorporated by reference into the Registrant’s Registration Statements on Form F-3 (File Nos. 333-275991, 333-270859, 333-273293, 333-290404, 333-293521 and 333-295455) and Form S-8 (File No. 333-283695), filed with the Securities and Exchange Commission, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

1

EXHIBIT INDEX

Exhibit No.
99.1		Press release titled: “Clearmind Medicine Announces 1-for-10 Reverse Share Split”

2

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, thereunto duly authorized.

	Clearmind Medicine, Inc.
	(Registrant)
Date: May 19, 2026	By:	/s/ Adi Zuloff-Shani
	Name:	Adi Zuloff-Shani
	Title:	Chief Executive Officer

3

Exhibit 99.1

Clearmind Medicine Announces 1-for-10 Reverse Share Split

Vancouver, Canada, May 19, 2026 (GLOBE NEWSWIRE) -- Clearmind Medicine Inc. (Nasdaq: CMND) (“Clearmind” or the “Company”), a clinical-stage biotech company focused on the discovery and development of novel, non-hallucinogenic, second generation, neuroplastogen-derived therapeutics to solve major under-treated health problems, today announced that it will conduct a reverse share split of its issued and outstanding common shares, no par value, at a ratio of 1-for-10. The reverse split is being effected as part of the Company’s plan to regain compliance with the Nasdaq Minimum Bid Price Rule and will be effective commencing May 21, 2026.

‍The reverse share split was approved by the Company’ board of directors on March 18, 2026, in accordance with the Company’s articles of association.

‍Following the implementation of the reverse split, the Company’s authorized share capital will remain unchanged, which as of the date hereof is unlimited. The reverse split will adjust the number of issued and outstanding Common Shares of the Company from 10,190,337 Common Shares to approximately 1,019,033 Common Shares (subject to any further adjustments based on the treatment of fractional shares).

‍No fractional Common Shares will be issued as a result of the reverse split. All fractional shares shall be rounded up to the nearest whole Common Share. In addition, a proportionate adjustment will be made to the per share exercise price and the number of Common Shares issuable upon the exercise of all outstanding options or warrants entitling the holders thereof to purchase Common Shares.

About Clearmind Medicine Inc.

Clearmind is a clinical-stage neuroplastogens pharmaceutical biotech company focused on the discovery and development of non-hallucinogenic, second generation, neuroplastogen-derived therapeutics to solve widespread and underserved health problems, including alcohol use disorder. Its primary objective is to research and develop psychedelic-based compounds and attempt to commercialize them as regulated medicines, foods, or supplements.

The Company’s intellectual portfolio currently consists of nineteen patent families, including 31 granted patents. The Company intends to seek additional patents for its compounds whenever warranted and will remain opportunistic regarding the acquisition of additional intellectual property to build its portfolio.

Shares of Clearmind are listed for trading on Nasdaq under the symbol “CMND.”

For further information visit: https://www.clearmindmedicine.com or contact:

Investor Relations
invest@clearmindmedicine.com

Telephone: (604) 260-1566
US: CMND@crescendo-ir.com

General Inquiries
Info@Clearmindmedicine.com
www.Clearmindmedicine.com

Forward-Looking Statements:

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. For example, the Company is using forward-looking statements when it discusses effecting a reverse share split and plan to regain compliance with the Nasdaq Minimum Bid Price Rule. There can be no assurance that the Panel will determine to continue to allow the listing of the Company’s securities on the Nasdaq Capital Market, or that the Company will consummate a reverse share split. Forward-looking statements are not historical facts, and are based upon management’s current expectations, beliefs and projections, many of which, by their nature, are inherently uncertain. Such expectations, beliefs and projections are expressed in good faith. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved, and actual results may differ materially from what is expressed in or indicated by the forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the forward-looking statements. For a more detailed description of the risks and uncertainties affecting the Company, reference is made to the Company’s reports filed from time to time with the Securities and Exchange Commission (“SEC”), including, but not limited to, the risks detailed in the Company’s annual report on Form 20-F for the fiscal year ended October 31, 2025 and subsequent filings with the SEC. Forward-looking statements speak only as of the date the statements are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events or circumstances, changes in assumptions or changes in other factors affecting forward-looking information except to the extent required by applicable securities laws. If the Company does update one or more forward-looking statements, no inference should be drawn that the Company will make additional updates with respect thereto or with respect to other forward-looking statements. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Clearmind is not responsible for the contents of third-party websites.

FAQ

What reverse share split did Clearmind Medicine (CMND) approve?

Clearmind Medicine approved a 1-for-10 reverse share split of its common shares. Every 10 existing shares will be consolidated into one share, aligning the share price and count without changing the company’s overall authorized share capital.

When will Clearmind Medicine (CMND) start trading post–reverse split?

Clearmind Medicine shares will begin trading on a post–reverse split basis on May 21, 2026. From that date, Nasdaq: CMND will reflect the adjusted share count and corresponding price following the 1-for-10 consolidation.

How will Clearmind Medicine’s (CMND) share count change after the reverse split?

The reverse split will reduce Clearmind’s issued and outstanding common shares from 10,190,337 to approximately 1,019,033. This consolidation changes the number of shares but does not alter the company’s unlimited authorized share capital structure.

Why is Clearmind Medicine (CMND) conducting a reverse share split?

Clearmind Medicine is conducting the reverse share split as part of its plan to regain compliance with the Nasdaq Minimum Bid Price Rule. Raising the per-share market price through consolidation can help meet Nasdaq’s continued listing requirements.

How are fractional shares treated in Clearmind Medicine’s reverse split?

Clearmind Medicine will not issue fractional shares from the reverse split. Any resulting fractional positions will be rounded up to the nearest whole common share, simplifying ownership records and ensuring each shareholder holds whole shares only.

What happens to Clearmind Medicine (CMND) options and warrants after the split?

All outstanding Clearmind Medicine options and warrants will be proportionately adjusted. Both the per-share exercise price and the number of common shares underlying each instrument will change to reflect the 1-for-10 reverse share split structure.

What is Clearmind Medicine’s intellectual property position mentioned in the filing?

Clearmind Medicine reports an intellectual property portfolio of nineteen patent families and 31 granted patents. The company plans to seek additional patents and pursue strategic acquisitions of intellectual property to support its neuroplastogen-derived therapeutic pipeline.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 PRESS RELEASE TITLED: "CLEARMIND MEDICINE ANNOUNCES 1-FOR-10 REVERSE SHARE SPLIT 8.7 KB