STOCK TITAN

ENvue Medical (FEED) gains stockholder approval for flexible reverse stock split

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

ENvue Medical, Inc. held a special meeting of stockholders on August 14, 2026. Stockholders approved an amendment to the Amended and Restated Certificate of Incorporation authorizing the Board of Directors, in its discretion and prior to the one-year anniversary of the meeting, to implement a reverse stock split of the common stock at a ratio between 1-for-2 and 1-for-50, with the exact ratio to be set and publicly announced by the Board. The reverse split proposal received 3,847,974 votes for, 1,062,981 against, and 19,288 abstentions. Stockholders also approved an adjournment proposal by 4,199,681 votes for, 594,319 against, and 136,243 abstentions, although no adjournment was ultimately made.

Positive

  • None.

Negative

  • None.

Filing Explained

The approval creates reverse-split capacity, not an immediate share-count change; implementation still depends on the Board’s later decision.

On August 14, 2026, ENvue Medical disclosed that stockholders authorized the Board to carry out a reverse split within the approved range, but the filing does not report that any split has been completed. The immediate structural effect is therefore authority for a possible future consolidation, not a current change in existing holders’ share counts.

If implemented, a reverse split would reduce the number of shares and raise the per-share price proportionally; the split itself would not change the company’s value.

The open item is the Board’s public announcement of the selected ratio and whether it exercises the authority before the one-year anniversary of the meeting.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Reverse split ratio range 1-for-2 to 1-for-50 Range authorized for reverse stock split of common stock
Reverse split votes for 3,847,974 Votes in favor of reverse stock split proposal, including preferred on as-converted basis
Reverse split votes against 1,062,981 Votes against reverse stock split proposal
Reverse split abstentions 19,288 Abstentions on reverse stock split proposal
Adjournment votes for 4,199,681 Votes in favor of adjournment proposal
Adjournment votes against 594,319 Votes against adjournment proposal
Adjournment abstentions 136,243 Abstentions on adjournment proposal
reverse stock split financial
"a reverse stock split of all of the outstanding shares of the Company’s common stock"
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.
Amended and Restated Certificate of Incorporation regulatory
"approve an amendment to the Company’s Amended and Restated Certificate of Incorporation"
A company’s amended and restated certificate of incorporation is an updated version of its foundational legal charter that replaces the older document and folds in all changes into one clear copy; it spells out corporate structure, classes of stock, shareholder rights and key governance rules. Investors care because it can change who controls the company, how votes are counted, what claims shareholders have on assets or dividends, and can introduce or remove protections against takeovers—like updating a house title after a major renovation to show who owns what and under what rules.
Adjournment Proposal regulatory
"The stockholder voted to approve an adjournment of the Special Meeting"
An adjournment proposal is a formal request made at a shareholder or board meeting to pause the meeting and reconvene at a later date or time. It matters to investors because it postpones votes and decisions, giving parties extra time to gather information, solicit support, negotiate alternatives or introduce new options — like hitting pause on a group decision to wait for more facts, which can alter outcomes and market reactions.
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.
Nasdaq Capital Market market
"Common Stock, par value $0.001 per share | | FEED | | Nasdaq Capital Market"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

FAQ

What reverse stock split did ENvue Medical (FEED) stockholders approve?

ENvue Medical stockholders approved a reverse stock split authorization allowing the Board to implement a split between 1-for-2 and 1-for-50. The exact ratio and timing will be chosen by the Board and disclosed in a public announcement.

How did ENvue Medical (FEED) stockholders vote on the reverse stock split?

On the reverse stock split proposal, stockholders cast 3,847,974 votes for, 1,062,981 against, and 19,288 abstentions. These totals include eligible preferred stock votes on an as-converted basis.

What is the deadline for ENvue Medical (FEED) to implement the reverse split?

The Board may implement the approved reverse stock split any time prior to the one-year anniversary of the August 14, 2026 special meeting. The specific effective date and ratio will be set by the Board and publicly announced.

What was ENvue Medical’s (FEED) adjournment proposal and how was it voted?

Stockholders approved an Adjournment Proposal to permit delaying the meeting if more proxy solicitations were needed, with 4,199,681 for, 594,319 against, and 136,243 abstaining. No motion to adjourn was ultimately made.

Did ENvue Medical (FEED) consider any other matters at the special meeting?

No. ENvue Medical states that no other matters were considered or voted upon at the August 14, 2026 special meeting beyond the reverse stock split proposal and the adjournment proposal.

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): August 14, 2026

 

ENvue Medical, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-36445   01-0801232

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

969 Pruitt Ave

Tyler, Texas

  77569
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (800) 747-2151

 

 

 

(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   Name of each exchange on which registered
Common Stock, par value $0.001 per share   FEED   Nasdaq Capital Market

 

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 5.07. Submission of Matters to a Vote of Security Holders.

 

On August 14, 2026, ENvue Medical, Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting”). The final voting results of the Special Meeting are set forth below. Stockholders voted on the following proposals:

 

Proposal No. 1: Reverse Stock Split Proposal

 

The stockholders voted to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect, at the discretion of the Company’s Board of Directors (the “Board”) but prior to the one-year anniversary of the Special Meeting, a reverse stock split of all of the outstanding shares of the Company’s common stock, at a ratio in the range of 1-for-2 to 1-for-50, with such ratio to be determined by the Board in its discretion and included in a public announcement. The votes were as follows (including shares of preferred stock eligible to vote, on an as converted basis):

 

For   Against   Abstain
3,847,974   1,062,981   19,288

 

Proposal No. 2: Adjournment Proposal

 

The stockholder voted to approve an adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event there are not sufficient votes in favor of any one or more of the proposals presented at the Special Meeting (the “Adjournment Proposal”). The votes were as follows (including shares of preferred stock eligible to vote, on an as converted basis):

 

For   Against   Abstain
4,199,681   594,319   136,243

 

Although the Adjournment Proposal received sufficient votes to be approved, no motion to adjourn the Special Meeting was made because the adjournment of the Special Meeting was determined not to be necessary or appropriate.

 

The results reported above are final voting results. No other matters were considered or voted upon at the Special Meeting.

 

 
 

 

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.

 

Dated: August 14, 2026 ENVUE MEDICAL, INC.
     
  By: /s/ Doron Besser, M.D.
  Name:  Doron Besser, M.D.
  Title: Chief Executive Officer

 

 

 

Filing Exhibits & Attachments

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