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Enlivex (Nasdaq: ENLV) enacts 1-for-15 reverse split and cuts share count

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(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Enlivex Ltd. is implementing a 1-for-15 reverse split of its ordinary shares, effective when trading begins on a split-adjusted basis on July 9, 2026 on the Nasdaq Capital Market under the symbol ENLV.

Every 15 ordinary shares will be combined into one, reducing authorized ordinary shares from 2,375,000,000 to 158,333,334 and increasing par value per share from NIS 0.40 to NIS 6.00. Issued and outstanding ordinary shares will decrease from 252,480,222 to approximately 16,832,015, with fractional shares rounded up to the nearest whole share. Ownership percentages and voting rights remain essentially unchanged, aside from minor rounding effects.

The company describes itself as a quality longevity business developing its Allocetra™ immunotherapy for age-related inflammatory conditions, alongside a prediction markets treasury strategy built around the Rain Protocol on Arbitrum.

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Insights

Enlivex consolidates its share count through a 1-for-15 reverse split.

Enlivex is executing a 1-for-15 reverse stock split, sharply reducing both authorized and outstanding ordinary shares while keeping each holder’s proportional ownership and voting rights effectively unchanged, aside from rounding of fractional shares.

This type of action is typically used to increase the per-share trading price by cutting the share count, which can help maintain exchange listing standards. Here, authorized shares fall from 2.375 billion to about 158.3 million and outstanding shares to roughly 16.8 million.

The company also highlights a dual strategy: developing Allocetra™ immunotherapy for age-related osteoarthritis and operating a prediction markets treasury tied to the Rain Protocol. Future filings may clarify how this strategy influences financial results and share performance.

Reverse split ratio 1-for-15 Reverse stock split ratio for Enlivex ordinary shares
Authorized shares before split 2,375,000,000 shares Authorized ordinary shares prior to reverse split
Authorized shares after split 158,333,334 shares Authorized ordinary shares after reverse split
Outstanding shares before split 252,480,222 shares Issued and outstanding ordinary shares pre-split
Outstanding shares after split 16,832,015 shares Approximate issued and outstanding ordinary shares post-split
Par value before split NIS 0.40 per share Par value of each ordinary share prior to split
Par value after split NIS 6.00 per share Par value of each ordinary share after split
Effective trading date July 9, 2026 Date shares begin trading on split-adjusted basis
reverse share split financial
"shareholders voted on and approved a reverse share split of the Company’s ordinary shares"
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.
par value financial
"the par value of each ordinary share will ratably increase from NIS 0.40 to NIS 6.00"
Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.
prediction markets treasury financial
"Enlivex is a quality longevity company powered by a prediction markets treasury"
A prediction markets treasury is the pool of money, tokens or reserves held by a prediction market platform to pay out winners, provide trading liquidity and cover operating costs. Think of it like the cash register and rainy‑day fund for a betting exchange: its size and composition affect whether promises can be paid, how easily users can trade, and how risky the platform is, so investors watch it to judge solvency and financial health.
Rain Protocol technical
"built around the Rain Protocol, the leading decentralized prediction markets infrastructure on Arbitrum"
Allocetra™ medical
"The Company is advancing Allocetra™, an advanced clinical-stage immunotherapy targeting inflammatory conditions"
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FAQ

What reverse stock split did Enlivex (ENLV) announce in July 2026?

Enlivex approved a 1-for-15 reverse stock split of its ordinary shares. Every fifteen existing shares will be automatically combined into one new share, consolidating the share count while leaving each investor’s proportional ownership and voting rights largely unchanged, aside from minor rounding adjustments.

When will Enlivex’s 1-for-15 reverse split take effect on Nasdaq?

Enlivex expects its 1-for-15 reverse stock split to become effective for trading on July 9, 2026. From that date, the company’s ordinary shares will trade on a split-adjusted basis on the Nasdaq Capital Market while continuing to use the ENLV ticker symbol.

How will Enlivex’s authorized and outstanding shares change after the reverse split?

After the reverse split, authorized ordinary shares will be reduced from 2,375,000,000 to 158,333,334. Issued and outstanding ordinary shares will decrease from 252,480,222 to approximately 16,832,015, reflecting the 1-for-15 consolidation and subject to minor changes from rounding fractional shares upwards.

Will Enlivex shareholders receive fractional shares in the reverse split?

Shareholders will not receive fractional ordinary shares in the Enlivex reverse split. Instead, any fractional position created by the 1-for-15 consolidation will be rounded up to the nearest whole ordinary share, slightly adjusting some investors’ exact share counts upward.

Does the Enlivex reverse split change shareholder ownership percentages or voting rights?

The reverse split is not designed to change relative ownership or voting power. Each shareholder’s percentage ownership of Enlivex’s ordinary shares and related voting rights remains essentially the same, except for small variations that may result from rounding fractional shares up to whole shares.

What is Enlivex’s business focus after announcing the reverse split?

Enlivex describes itself as a quality longevity company developing Allocetra™, an advanced clinical-stage immunotherapy for age-related inflammatory conditions like osteoarthritis. It also runs a prediction markets treasury built on the Rain Protocol, combining biotech drug development with exposure to decentralized prediction markets.

 

 

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: July 2026

 

Commission file number: 001-36578

 

ENLIVEX LTD.

(Translation of registrant’s name into English)

 

14 Einstein Street, Nes Ziona, Israel 7403618

(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 

 

 

  

 

 

As previously reported, on February 3, 2026, Enlivex Ltd., a company organized under the laws of the State of Israel (“Enlivex” or the “Company”), held an Extraordinary General Meeting of Shareholders of the Company, at which, among other things, the shareholders voted on and approved a reverse share split of the Company’s ordinary shares (the “ordinary shares”) at a ratio within a range of not less than 1-for-2 and not more than 1-for-20, and authorized the Board of Directors (the “Board”) to determine the final ratio (the “Reverse Split”).

 

The Board has determined to effect the Reverse Split at a ratio of 1-for-15, and, upon the Reverse Split becoming effective, every 15 ordinary shares will be automatically combined and reclassified into one ordinary share. Enlivex expects that the ordinary shares will begin trading on a split-adjusted basis on the Nasdaq Capital Market on July 9, 2026, and the ordinary shares will continue to trade under the symbol “ENLV”. Upon effectiveness of the Reverse Split, the number of Enlivex’s authorized ordinary shares will be ratably reduced from 2,375,000,000 to 158,333,334, and the par value of each ordinary share will ratably increase from NIS 0.40 to NIS 6.00. Additionally, upon effectiveness of the Reverse Split, the number of Enlivex’s issued and outstanding ordinary shares will decrease from 252,480,222 to approximately 16,832,015, subject to adjustment based on the rounding of fractional shares.

 

No fractional ordinary shares will be issued as a result of the Reverse Split. All fractional shares will be rounded up to the nearest whole ordinary 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 of Enlivex’s outstanding warrants and options. The Reverse Split does not affect any shareholder’s ownership percentage of the ordinary shares (except for adjustments that may result from the rounding up of fractional shares) or modify any voting rights or other terms of the ordinary shares.

 

The Company’s transfer agent, VStock Transfer, LLC is acting as exchange agent for the Reverse Split and will send instructions to shareholders of record regarding the exchange of certificates for ordinary shares.

 

On July 7, 2026, Enlivex issued a press release announcing the Reverse Split. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

 

The information contained in this Report on Form 6-K (including the exhibit hereto), is hereby incorporated by reference into the Company’s registration statements on Forms S-8, F-3 and F-3MEF (File No. 333-256799, File No. 333-232413, File No. 333-252926, File No. 333-286956, File No. 333-292417, File No. 333-294284 and File No. 333-295215), filed with the SEC.

 

Exhibit No.    
99.1   Press Release

 

1

 

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.

 

  Enlivex Ltd.
  (Registrant)
   
  By: /s/ Oren Hershkovitz
 

Name: 

Oren Hershkovitz
  Title: Chief Executive Officer

 

Date: July 7, 2026

 

2

 

Exhibit 99.1

 

July 7, 2026

 

Enlivex Announces 1-for-15 Reverse Stock Split Effective July 9, 2026

 

Nes-Ziona, Israel, July 7, 2026 (GLOBE NEWSWIRE) -- Enlivex Ltd. (Nasdaq: ENLV) (“Enlivex” or the “Company”), a quality longevity company, today announced a 1-for-15 reverse split (the “Reverse Split”) of its ordinary shares. Beginning on July 9, 2026, the Company’s ordinary shares will trade on The Nasdaq Capital Market on a split-adjusted basis.

 

As a result of the Reverse Stock Split, every fifteen ordinary shares will automatically be combined into one ordinary share. Upon effectiveness of the Reverse Split, the number of authorized ordinary shares will be ratably reduced from 2,375,000,000 to 158,333,334, and the par value of each ordinary share will ratably increase from NIS 0.40 to NIS 6.00. Additionally, upon effectiveness of the Reverse Split, the number of Enlivex’s issued and outstanding ordinary shares will decrease from 252,480,222 to approximately 16,832,015, subject to adjustment based on the rounding of fractional shares.

 

No fractional ordinary shares will be issued as a result of the Reverse Split. All fractional shares will be rounded up to the nearest whole ordinary 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 of Enlivex’s outstanding warrants and options. The Reverse Split will not affect any shareholder’s ownership percentage of the ordinary shares (except for adjustments that may result from the rounding up of fractional shares) or modify any voting rights or other terms of the ordinary shares.

 

The Company’s ordinary shares will continue to trade on The Nasdaq Capital Market under the symbol “ENLV”. The new CUSIP number for the ordinary shares following the Reverse Split will be M4130Y.

 

The Company’s transfer agent, VStock Transfer, LLC is acting as exchange agent for the Reverse Split and will send instructions to shareholders of record regarding the exchange of certificates for ordinary shares.

 

About Enlivex

 

Enlivex is a quality longevity company powered by a prediction markets treasury. The Company is advancing Allocetra™, an advanced clinical-stage immunotherapy targeting inflammatory conditions associated with aging, with a primary focus on age-related osteoarthritis. In addition to its clinical programs, Enlivex operates a prediction markets treasury strategy built around the Rain Protocol, the leading decentralized prediction markets infrastructure on Arbitrum. This dual strategy combines the development of quality longevity therapeutics with exposure to the emerging prediction markets ecosystem.

 

 

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July 7, 2026

 

Forward-looking statements

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by words such as “expects,” “plans,” “projects,” “will,” “may,” “anticipates,” “believes,” “should,” “would,” “could,” “intends,” “estimates,” “suggests,” “target,” “has the potential to,” “goal,” and other words of similar meaning, including statements relating to the anticipated benefits of the Company’s digital asset treasury strategy; the assets to be held by the Company; the expected future market, price, trading activity, and liquidity of the RAIN token; the impact of expanded exchange listings and increased token liquidity on market participation and accessibility; the potential effects of digital asset liquidity on the liquidity of the Company’s ordinary shares; macroeconomic, political, and regulatory conditions surrounding digital assets; the Company’s plans for value creation and strategic positioning; market size and growth opportunities; regulatory conditions; competitive position; technological and market trends; future financial condition and performance; expected clinical trial results; market opportunities for the results of current clinical studies and preclinical experiments; and the effectiveness of, and market opportunities for, ALLOCETRA™ programs.

 

Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others, the risk of failure to realize the anticipated benefits of the Company’s digital asset treasury strategy; changes in business, market, financial, political, and regulatory conditions; risks relating to the Company’s operations and business, including the highly volatile nature of the price, trading volume, and liquidity of RAIN and other cryptocurrencies; risks associated with digital asset exchange listings, trading venues, and market infrastructure; the risk that the price and liquidity of the Company’s ordinary shares may be correlated with the price or liquidity of the digital assets it holds; risks related to increased competition in the industries in which the Company operates; risks relating to significant legal, commercial, regulatory, and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for U.S. and foreign tax purposes; and those risks and uncertainties identified in the Company’s filings with the Securities and Exchange Commission. The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes no obligation to update or revise any of these statements, except as required by applicable law.

 

Enlivex contact

 

Shachar Shlosberger
CFO
Enlivex Ltd.
shachar@enlivex.com

 

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Filing Exhibits & Attachments

1 document