FibroBiologics enacts 1-for-20 reverse stock split

FibroBiologics, Inc. approved a capital change by implementing a one-for-twenty reverse stock split of its common stock.

Rhea-AI Filing Summary

FibroBiologics, Inc. approved a capital change by implementing a one-for-twenty reverse stock split of its common stock. The Certificate of Amendment became effective at 12:01 a.m. Eastern Time on March 30, 2026, converting every 20 issued and outstanding common shares into 1 share.

No fractional shares will be issued; any fractional share will be rounded up to the nearest whole share. The reverse split proportionately adjusts shares available under the equity incentive plan and existing options and warrants, but does not change the common stock’s par value, authorized share count, or the Nasdaq trading symbol FBLG.

Insights

Capital markets analyst

FibroBiologics’ 1:20 reverse split mainly restructures share count, not fundamentals.

FibroBiologics is consolidating every 20 common shares into 1, effective March 30, 2026. This type of reverse stock split changes the share price and share count relationship but does not directly alter the company’s total equity value.

The move also adjusts equity incentive plan shares and existing options and warrants on a proportional basis, preserving relative ownership and exercise economics. Percentage ownership for most holders remains effectively the same aside from minor rounding from fractional shares, so the change is largely mechanical rather than operational.

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 split ratio: 1-for-20 Effective time: 12:01 a.m. Eastern Time Effective date: March 30, 2026 +2 more

5 metrics

Reverse split ratio 1-for-20 Reverse stock split of issued and outstanding common shares

Effective time 12:01 a.m. Eastern Time Effective time of reverse stock split on March 30, 2026

Effective date March 30, 2026 Effective date of reverse stock split

CUSIP number 31573L204 New CUSIP for common stock after reverse split

Par value $0.00001 per share Par value of common stock unchanged by reverse split

Key Terms

Reverse Stock Split, Certificate of Amendment, equity incentive plan, par value, +1 more

5 terms

Reverse Stock Split financial

"implemented a one-for-twenty (1:20) reverse stock split (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.

Certificate of Amendment regulatory

"filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation"

A certificate of amendment is an official filing that updates a company’s founding documents—its legal “rulebook” that sets share structure, voting rules, name and basic purpose. Think of it like changing the blueprint of a building: small changes are paperwork, big ones can alter who owns how much and who controls decisions. Investors watch these filings because they can affect share counts, voting power, dilution and company value.

equity incentive plan financial

"The Reverse Stock Split will also proportionately adjust the number of shares available under the Company’s equity incentive plan"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

par value financial

"The Reverse Stock Split did not change the par value of the Common Stock"

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.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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

What did FibroBiologics (FBLG) change with its reverse stock split?

FibroBiologics implemented a one-for-twenty reverse stock split of its common stock. Every 20 issued and outstanding shares were automatically converted into 1 share, primarily affecting share count and price per share, without changing total equity value or par value.

When did the FibroBiologics 1-for-20 reverse stock split become effective?

The reverse stock split became effective at 12:01 a.m. Eastern Time on March 30, 2026. From that time, all issued and outstanding shares of FibroBiologics common stock reflected the new 1-for-20 consolidated share structure on the company’s records and for trading purposes.

How are FibroBiologics (FBLG) fractional shares handled in the reverse split?

FibroBiologics will not issue fractional shares in the reverse split. Instead, any stockholder entitled to a fractional share after the one-for-twenty conversion will have that fraction rounded up to the nearest whole share, slightly adjusting individual holdings’ exact share counts.

Did the FibroBiologics reverse stock split change ownership percentages?

The reverse stock split is designed to affect all FibroBiologics stockholders uniformly, so percentage ownership generally remains the same. Only minor differences can arise from rounding up fractional shares to whole shares, which may slightly adjust some individual holdings’ precise percentages.

What happened to FibroBiologics’ equity incentive plan, options, and warrants?

The number of shares available under the equity incentive plan and the exercise price and share amounts underlying outstanding options and warrants are proportionately adjusted. This keeps the economic value of these awards consistent with the one-for-twenty reverse stock split’s effects on the common stock.

Did FibroBiologics change its trading symbol or par value after the split?

FibroBiologics kept its Nasdaq trading symbol FBLG and did not change the $0.00001 par value or authorized number of common shares. Only the share count and price relationship changed, along with a new CUSIP number assigned to the post-split common stock.

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

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Accepted by SEC EDGAR 04/03/2026 - 04:02 PM Learn about SEC filing dates

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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): March 30, 2026

FibroBiologics, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-41934	86-3329066
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
455 E. Medical Center Blvd, Suite 300
Houston, Texas				77598
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 281 671-5150

(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, $0.00001 par value		FBLG		The Nasdaq Stock Market LLC

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 3.03 Material Modification to Rights of Security Holders.

To the extent required by Item 3.03 of Form 8-K, the information regarding the Reverse Stock Split (as defined below) contained in Item 5.03 of this Current Report on Form 8-K is incorporated by reference herein.

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

On March 25, 2026, FibroBiologics, Inc. (the “Company”) filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware (the “Certificate of Amendment”), which became effective at 12:01 a.m. Eastern Time on March 30, 2026, and implemented a one-for-twenty (1:20) reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding shares of common stock, par value $0.00001 per share (the “Common Stock”). In connection with the Reverse Stock Split, the CUSIP number for the Common Stock changed to 31573L204. The trading symbol for the Common Stock remains “FBLG”.

As a result of the Reverse Stock Split, every twenty (20) shares of Common Stock issued and outstanding were converted into one (1) share of Common Stock. No fractional shares will be issued in connection with the Reverse Stock Split. Any fractional shares of Common Stock resulting from the Reverse Stock Split will be rounded up to the nearest whole share. The Reverse Stock Split affects all stockholders uniformly and does not alter any stockholder’s percentage ownership interest in the Company, except for adjustments related to fractional shares. The Reverse Stock Split will also proportionately adjust the number of shares available under the Company’s equity incentive plan and the exercise price and number of shares underlying stock options and warrants outstanding on the day the Reverse Stock Split was effective, in each case in accordance with their terms. The Reverse Stock Split did not change the par value of the Common Stock or the authorized number of shares of Common Stock

The foregoing description of the Certificate of Amendment is a summary of the material terms thereof, does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Amendment, which is filed with this Current Report on Form 8-K as Exhibit 3.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit 3.1		Amendment to Amended and Restated Certificate of Incorporation, as amended
Exhibit 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.

			FibroBiologics, Inc.
Date:	April 3, 2026	By:	/s/ Pete O'Heeron
			Pete O'Heeron Chief Executive Officer

Filing Exhibits & Attachments

2 documents

Other Documents

• EX-3.1 EX-3.1 14.0 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 25.2 KB