Traeger (NYSE: COOK) approves 1-for-50 reverse stock split

Rhea-AI Filing Summary

Traeger, Inc. has approved a 1-for-50 reverse stock split of its common stock after stockholder authorization of a 1-for-10 to 1-for-50 range on March 2, 2026. The board set the final 1-for-50 ratio on March 12, 2026.

The reverse split is intended to increase the per-share trading price, broaden appeal to institutional investors, enhance liquidity, reduce stock price volatility, and help the company regain compliance with the New York Stock Exchange’s minimum share price requirement under Section 802.01C.

The split is expected to become effective at 5:00 p.m. Eastern Time on March 17, 2026, with split-adjusted trading on the NYSE under the symbol “COOK” starting March 18, 2026, using new CUSIP 89269P202. Fractional shares will not be issued; instead, holders will receive cash based on the split-adjusted NYSE closing price on March 17, 2026.

Insights

Capital structure and listing standards analyst

Traeger’s 1-for-50 reverse split targets NYSE price compliance without changing proportional ownership.

Traeger is combining every 50 outstanding common shares into one share after board and stockholder approvals. The step is explicitly tied to raising the trading price, appealing to more institutional investors, and addressing the NYSE’s Section 802.01C minimum share price requirement.

The company states that percentage ownership will remain the same for each holder, except for adjustments from fractional-share treatment. No fractional shares will be issued; instead, holders receive cash based on the split-adjusted NYSE closing price on March 17, 2026. Outstanding equity awards will be proportionately adjusted.

The filing also highlights risks: market reactions to the NYSE non-compliance notice, the company’s ability to regain and maintain listing compliance, and broader business challenges. Future disclosures in annual and other reports are positioned as the primary source for updates on these risk factors and the company’s listing status.

0001857853FALSE00018578532026-03-122026-03-12

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 12, 2026 

TRAEGER, INC.

(Exact name of registrant as specified in its charter)  

Delaware

001-40694

82-2739741

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

533 South 400 West,

Salt Lake City, Utah

84101

(Address of principal executive offices)

(Zip Code)

(Registrant’s telephone number, include area code) (801) 701-7180

N/A

(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 Symbol(s)			Name of each exchange on which registered
Common Stock, par value $0.0001 per share			COOK			The New York Stock Exchange

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.  ☐

Item 8.01.    Other Events.

On March 2, 2026, the stockholders of Traeger, Inc. Inc. (the “Company”) approved amendments to the Company’s Certificate of Incorporation to effect a reverse stock split of all outstanding shares of the Company’s common stock, at a ratio ranging from any whole number between 1-for-10 and 1-for-50, with the exact ratio as determined by the Board in its discretion, subject to the Board’s authority to abandon such amendments. On March 12, 2026, the Board approved a reverse stock split of the Company’s common stock at a final ratio of 1-for-50 (the “Reverse Stock Split”) and abandoned all other amendments. The Reverse Stock Split is expected to become effective at 5:00 p.m. Eastern Time on March 17, 2026, following the filing of a Certificate of Amendment to the Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, in substantially the form described and set forth in the Company’s Definitive Proxy Statement under Proposal 1 and Annex A. The Company’s Common Stock is expected to commence trading on a split-adjusted basis on The New York Stock Exchange at the commencement of trading on March 18, 2026 under the Company’s existing trading symbol “COOK”. The new CUSIP number for the common stock following the Reverse Stock Split will be 89269P202. The par value and other terms of the common stock will not be affected by the reverse stock split.

If, as a result of the Reverse Stock Split, a stockholder would otherwise become entitled to a fractional share because the number of shares of common stock they hold before the Reverse Stock Split is not evenly divisible by the split ratio, no fractional shares will be issued. Instead, each stockholder will be entitled to receive a cash payment in lieu of such fractional share. The cash payment to be paid will be equal to the fraction of a share to which such stockholder would otherwise be entitled multiplied by the closing price per share as reported by The New York Stock Exchange (as adjusted to give effect to the Reverse Stock Split) on March 17, 2026.

After the Reverse Stock Split, then-current stockholders would have no further interest in the Company with respect to their fractional shares. A person entitled to only a fractional share would not have any voting, dividend or other rights in respect of their fractional share except to receive the cash payment as described above.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding the effective date of the Reverse Stock Split and the trading of the Company’s common stock on a split-adjusted basis; and other statements that are not historical fact. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions. These statements are neither promises nor guarantees, and involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: reactions from our employees, vendors, customers, lenders and investors to the Company’s receipt of the NYSE notice of non-compliance, the Company’s ability to regain compliance with the minimum share price requirement within the applicable cure period; the Company’s ability to comply with other NYSE listing standards and maintain the listing of its common stock on the NYSE; the impact of management transitions on our common stock; our ability to manage our future growth effectively; our ability to expand into additional markets; our ability to maintain and strengthen our brand to generate and maintain ongoing demand for our products; our ability to cost-effectively attract new customers and retain our existing customers; the highly competitive market in which we operate; and the ability of our stockholders to influence corporate matters. These and other important factors are discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025. Any such forward-looking statements represent management’s expectations and estimates as of the date of this Current Report on Form 8-K. While the Company may elect to update such forward-looking statements at some point in the future, the Company disclaims any obligation to do so, even if subsequent events cause the Company’s views to change.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Press Release, dated March 12, 2026
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.

			Traeger, Inc.
Date: March 12, 2026			By:			/s/ Michael J. Hord
						Michael J. Hord
						Chief Financial Officer

Traeger Announces 1-for-50 Reverse Stock Split

SALT LAKE CITY, UT – March 12, 2026 (BUSINESS WIRE) – Traeger, Inc. (“Traeger” or the “Company”) (NYSE: COOK), creator and category leader of the wood pellet grill, today announced that it will proceed with a 1-for-50 reverse stock split (“Reverse Stock Split”) of its outstanding common stock following approval by its Board of Directors. The 1-for-50 ratio is within the range approved by stockholders at a special meeting of COOK stockholders held on March 2, 2026.

The Reverse Stock Split is intended to increase the per-share trading price of the Company’s common stock, broaden its appeal to a broader group of institutional investors, and support the Company’s continued listing on the New York Stock Exchange (“NYSE”). The Company also believes the Reverse Stock Split may help enhance trading liquidity and reduce stock price volatility.

The Reverse Stock Split is intended to bring the Company into compliance with the minimum share price requirement set forth in Section 802.01C of the New York Stock Exchange’s Listing Company Manual. The Reverse Stock Split is expected to become effective at 5:00 p.m. Eastern Time on March 17, following the filing of a Certificate of Amendment to the Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, in substantially the form described and set forth in the Company's Definitive Proxy Statement under Proposal 1 and Annex A. The Company’s common stock is expected to begin trading on a post-split basis at the opening of the market on March 18, 2026 under the same symbol, “COOK,” with the new CUSIP number 89269P202.

When the Reverse Stock Split becomes effective, every 50 shares of the Company’s issued and outstanding common stock will be automatically combined into one share of common stock. The Reverse Stock Split will affect all stockholders uniformly and will not alter any stockholder’s percentage ownership in the Company, except for adjustments that may result from the treatment of fractional shares. No fractional shares will be issued in connection with the Reverse Stock Split. Instead, stockholders who would otherwise be entitled to receive a fractional share will receive a cash payment, in lieu of any fractional shares. The cash payment to be paid will be equal to the fraction of a share to which such stockholder would otherwise be entitled multiplied by the closing price per share as reported by NYSE (as adjusted to give effect to the Reverse Stock Split) on March 17, 2026. After the Reverse Stock Split, then-current stockholders would have no further interest in the Company with respect to their fractional shares. A person entitled to only a fractional share would not have any voting, dividend or other rights in respect of their fractional share except to receive the cash payment as described above. In addition, all outstanding equity awards will be proportionately adjusted to reflect the Reverse Stock Split.

Stockholders owning shares of the Company’s common stock via a bank, broker, or other nominee will have their positions automatically adjusted to reflect the Reverse Stock Split and will not be required to take further action in connection with the Reverse Stock Split, subject to such intermediary’s particular processes.

Additional information about the Reverse Stock Split can be found in Traeger’s definitive proxy statement on Schedule 14A, filed with the U.S. Securities and Exchange Commission on January 26, 2026.

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Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding the effective date of the Reverse Stock Split and the trading of the Company’s common stock on a split-adjusted basis; and other statements that are not historical fact. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions. These statements are neither promises nor guarantees, and involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: reactions from our employees, vendors, customers, lenders and investors to the Company’s receipt of the NYSE notice of non-compliance, the Company’s ability to regain compliance with the minimum share price requirement within the applicable cure period; the Company’s ability to comply with other NYSE listing standards and maintain the listing of its common stock on the NYSE; the impact of management transitions on our common stock; our ability to manage our future growth effectively; our ability to expand into additional markets; our ability to maintain and strengthen our brand to generate and maintain ongoing demand for our products; our ability to cost-effectively attract new customers and retain our existing customers; the highly competitive market in which we operate; and the ability of our stockholders to influence corporate matters. These and other important factors are discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025. Any such forward-looking statements represent management's estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.

CONTACT:

Investors:

Stephanie Read

Traeger, Inc.

investor@traeger.com

Media:
The Brand Amp
Traeger@thebrandamp.com

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FAQ

What did Traeger (COOK) announce regarding its stock in March 2026?

Traeger announced a 1-for-50 reverse stock split of its outstanding common stock. The move follows prior stockholder approval of a split ratio range and board approval of the final ratio, aiming to increase per-share price and address New York Stock Exchange listing requirements.

When will Traeger’s 1-for-50 reverse stock split take effect and trade on a split-adjusted basis?

The reverse stock split is expected to become effective at 5:00 p.m. Eastern Time on March 17, 2026. Traeger’s common stock is expected to begin trading on a post-split, split-adjusted basis on the New York Stock Exchange at the market open on March 18, 2026.

How will Traeger (COOK) handle fractional shares from the reverse stock split?

Traeger will not issue fractional shares created by the 1-for-50 reverse stock split. Instead, each stockholder entitled to a fractional share will receive a cash payment equal to that fraction multiplied by the split-adjusted NYSE closing price on March 17, 2026, ending fractional ownership interests.

Will Traeger’s reverse stock split change individual stockholders’ ownership percentages?

The reverse stock split will affect all stockholders uniformly, so each holder’s percentage ownership in Traeger remains the same. The only exceptions arise from fractional-share cash-out adjustments, which can eliminate very small positions that convert entirely into a cash payment instead of shares.

Why is Traeger implementing a 1-for-50 reverse stock split on its common stock?

Traeger states the reverse stock split is intended to increase its per-share trading price, broaden appeal to a wider group of institutional investors, enhance trading liquidity, reduce stock price volatility, and help regain compliance with the New York Stock Exchange’s minimum share price requirement under Section 802.01C.

What happens to Traeger equity awards and NYSE listing after the reverse stock split?

All outstanding equity awards will be proportionately adjusted to reflect the 1-for-50 reverse split. The company notes risks around its prior NYSE notice of non-compliance and emphasizes that regaining and maintaining compliance with listing standards remains an important objective highlighted in its risk factor disclosures.

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 10.6 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.7 KB