Cosmos Health sets 1-for-20 reverse stock split

Authorized shares remain at 1,500,000,000 common shares and 300,000,000 preferred shares under the approved split.

Available on EDGAR 11/10/2026 - 08:47 AM EST Accepted by SEC EDGAR 11/10/2026 - 08:46 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Cosmos Health Inc. will effect a 1-for-20 reverse stock split of all outstanding common stock on November 12, 2026, at 4 p.m. local time. The Board approved the ratio on October 27, 2026, after shareholders had approved discretionary authority to effect a reverse split.

Filing Explained

The 1.5 billion authorized common-share ceiling stays fixed while the reverse split consolidates outstanding shares.

Cosmos Health filed the amendment on November 9, 2026, but the 1-for-20 reverse split is not effective until November 12, 2026, at 4 p.m. local time. The filing keeps authorized common shares at 1.5 billion, so that ceiling is not reduced alongside the outstanding shares being consolidated.

A reverse split consolidates shares and proportionally raises the per-share price; by itself, it does not change company value.

8-K Event Classification

3 items: 3.03, 5.03, 9.01

3 items

Item 3.03 Material Modification to Rights of Security Holders Securities

A change was made that materially affects the rights of existing shareholders (e.g., dividend rights, voting rights).

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 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Reverse stock split ratio: 1-for-20 Authorized common shares: 1,500,000,000 shares Authorized preferred shares: 300,000,000 shares

3 metrics

Reverse stock split ratio 1-for-20 Approved October 27, 2026; effective November 12, 2026

Authorized common shares 1,500,000,000 shares Maintained under the approved reverse stock split

Authorized preferred shares 300,000,000 shares Maintained under the approved reverse stock split

Key Terms

reverse stock split, discretionary authority, authorized shares

3 terms

reverse stock split technical

"approved a stock split ratio of 1-for-20 (the “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.

discretionary authority regulatory

"grant of discretionary authority to our Board of Directors"

authorized shares technical

"maintained the Company’s authorized shares of common stock"

Authorized shares are the maximum number of shares a company is allowed to issue according to its official plan. Think of it as a company’s set limit on how many pieces of its ownership it can distribute to investors. This number helps investors understand the potential for future growth or change in the company's ownership structure.

Stock Split

1-for-20 reverse split · Effective November 12, 2026

Split Ratio 1-for-20 reverse split

Effective Date November 12, 2026

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is COSM's reverse stock split ratio and effective date?

Cosmos Health Inc.'s reverse stock split is at a 1-for-20 ratio and is to become effective November 12, 2026, at 4 p.m. local time.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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) November 9, 2026

COSMOS HEALTH INC.

(Exact name of registrant as specified in its charter)

Nevada		000-54436		27-0611758
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

5 Agiou Georgiou, Pilea, Thessaloniki, Greece		55438
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (312) 865-0026

N/A

(Former name or former address, if changed since last report.)

Title of Each Class		Trading Symbol		Name of Each Exchange On Which Registered
Common Stock, $.001 par value		COSM		Nasdaq Capital Market

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 240.13a-4(c))

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 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 3.03 Material Modification to Rights of Security Holders.

The information set forth in Item 5.03 below in regard to the Amendment and the Reverse Stock Split (as defined and discussed in Item 5.03) is incorporated in this Item 3.03 by reference.

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

As previously disclosed in the Current Report on Form 8-K filed by Cosmos Health Inc. (the “Company”, “we” and “us”) with the Securities and Exchange Commission (the “Commission” or the “SEC”) on October 1, 2025, at the Company’s annual meeting of shareholders, a majority of voting shareholders approved, among other things, the grant of discretionary authority to our Board of Directors to effect a reverse stock split of all of the outstanding common stock of the Company, by filing an amendment to our Articles of Incorporation with the Secretary of State of Nevada.

On October 27, 2026, the Board of Directors approved a stock split ratio of 1-for-20 (the “Reverse Stock Split”) and maintained the Company’s authorized shares of common stock at 1,500,000,000 and its Preferred Stock at 300,000,000 shares, effective November 12, 2026. On November 9, 2026, the Company filed a Certificate of Amendment to the Company’s Articles of Incorporation with the Secretary of State of the State of Nevada to effect the Reverse Stock Split (the “Amendment”), which is to become effective on November 12, 2026, at 4PM, Local Time.

The forgoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, filed herewith as Exhibit 3.1, and incorporated herein by reference in its entirety.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Item		Description
3.1		Certificate of Amendment to Articles of Incorporation of Cosmos Health Inc. (1-for-20 Reverse Stock Split of Common Stock) filed with the Nevada Secretary of State.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	COSMOS HEALTH INC.
Date: November 10, 2026	By:	/s/ George Terzis
		George Terzis
		Chief Financial Officer

3

Filing Exhibits & Attachments

6 documents

Other Documents

• EX-3.1 CERTIFICATE OF AMENDMENT TO ARTICLES OF INCORPORATION 7.3 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 4.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 14.8 KB
• EX-101 XBRL TAXONOMY EXTENSION CALCULATION LINKBASE 898 B
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 9.4 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 2.0 KB