DarkPulse enacts 1-for-200 reverse stock split; fractional shares rounded

Rhea-AI Filing Summary

DarkPulse, Inc. implemented a 1-for-200 reverse stock split of its common stock. The split became effective at 4:01 p.m. Eastern Time on October 13, 2025. There is no change to the par value, which remains $0.0001 per share. Fractional share positions were not issued; holders received shares rounded up to the next whole number.

Insights

Corporate actions analyst

Reverse split consolidates shares 200:1; no par value change.

DarkPulse effected a 1-for-200 reverse stock split, combining every 200 common shares into one, effective at 4:01 p.m. ET on October 13, 2025. The par value remains $0.0001 per share, indicating no change to the nominal share value.

Holders with fractional entitlements did not receive fractions; positions were rounded up to the next whole share. This administrative step alters share count and per-share math but does not, by itself, change the company’s aggregate equity value.

Actual market impact depends on trading dynamics following the effective date. Subsequent filings may provide additional context on authorized shares or listing status if relevant.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934

Date of Report (Date of earliest event reported): October 13, 2025

Commission File Number 000-18730

DARKPULSE, INC.

(Exact name of small business issuer as specified in its charter)

Delaware		87-0472109
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

3 Columbus Circle, Floor 15, New York, NY 10019

(Address of principal executive offices)

800-436-1436

(Issuer’s telephone number)

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 (see General Instructions A.2. below):

☐	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
Not applicable.

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 8, 2025, DarkPulse, Inc., a Delaware corporation (the “Company”), filed an amendment to its Certificate of Incorporation, as amended (the “Charter Amendment”), to implement a 1-for-200 reverse stock split, such that every 200 shares of Common Stock (the “Common Stock”) was combined into one issued and outstanding share of Common Stock, with no change in the $0.0001 par value per share (the “Reverse Stock Split”).

The Reverse Stock Split was effective at 4:01 p.m., Eastern Time, on October 13, 2025.

No fractional shares are outstanding following the Reverse Stock Split. Holders of fractional shares were entitled to receive, in lieu of any fractional share, the number of shares rounded up to the next whole number.

The foregoing description of the Charter Amendment is not complete and is subject to, and qualified in its entirety by, the complete text of the Charter Amendment, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description of Exhibit
3.1		Certificate of Amendment to Certificate of Incorporation filed October 8, 2025
104		Cover Page Interactive Data File (formatted in Inline XBRL)

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SIGNATURES

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

	DarkPulse, Inc.
Date: October 14, 2025	By:	/s/ Dennis O’Leary
		Dennis O’Leary, Chief Executive Officer

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FAQ

What did DarkPulse (DPLS) announce in this 8-K?

DarkPulse implemented a 1-for-200 reverse stock split of its common stock.

What is the reverse split ratio for DPLS?

Every 200 shares of common stock were combined into one share (1-for-200).

When did the DPLS reverse split take effect?

It was effective at 4:01 p.m. Eastern Time on October 13, 2025.

How did DPLS handle fractional shares in the reverse split?

No fractional shares were issued; holders were rounded up to the next whole share.

Did the DPLS reverse split change par value?

No. The par value remains $0.0001 per share.

What corporate document was filed to effect the change?

A Certificate of Amendment to the Certificate of Incorporation filed on October 8, 2025.