ENvue Medical sets 1-for-12 reverse stock split

ENvue Medical, Inc. (FEED) is implementing a reverse stock split of its common stock at a 1-for-12 ratio, effective at 12:01 a.m. Eastern Time on September 1, 2026.

Rhea-AI Filing Summary

ENvue Medical, Inc. (FEED) is implementing a reverse stock split of its common stock at a 1-for-12 ratio, effective at 12:01 a.m. Eastern Time on September 1, 2026. The split was approved by the board under authority granted by stockholders at a special meeting on August 14, 2026 and effected through a Certificate of Amendment filed in Delaware on August 28, 2026.

Following the reverse split, the number of outstanding common shares will be reduced from 11,084,616 to approximately 923,718, while the authorized common shares remain at 40,000,000. No fractional shares will be issued; instead, positions will be rounded up to the nearest whole share. The stock will continue trading on the Nasdaq Capital Market under the symbol FEED with a new CUSIP 63008J876, and options, warrants, convertible securities and restricted stock will be proportionally adjusted so that ownership percentages and voting power remain substantially unchanged.

8-K Event Classification

3 items: 5.03, 8.01, 9.01

3 items

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 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

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-12 Common shares outstanding pre-split: 11,084,616 shares Common shares outstanding post-split: approximately 923,718 shares +4 more

7 metrics

Reverse stock split ratio 1-for-12 Reverse split of common stock effective September 1, 2026

Common shares outstanding pre-split 11,084,616 shares Outstanding as of August 28, 2026 before the reverse split

Common shares outstanding post-split approximately 923,718 shares Estimated outstanding after the 1-for-12 reverse split

Authorized common shares 40,000,000 shares Authorization unchanged by the reverse stock split

Par value of common stock $0.001 per share Par value remains the same after the reverse split

Effective date time 12:01 a.m. Eastern Standard Time on September 1, 2026 Time when the reverse stock split becomes effective

New CUSIP number 63008J876 CUSIP for FEED common stock after the reverse split

Key Terms

reverse stock split, Certificate of Amendment, CUSIP Number, par value, +1 more

5 terms

reverse stock split financial

"Effective as of September 1, 2026, ENvue Medical, Inc. will effect a 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

"was consummated pursuant to a Certificate of Amendment filed with the Secretary of State"

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.

CUSIP Number financial

"will continue to trade on Nasdaq under the symbol “FEED” but will trade under a new CUSIP Number"

A CUSIP number is a nine-character code that uniquely identifies a specific U.S. or Canadian stock, bond, or other security, similar to a barcode or a social-security number for a financial instrument. It matters to investors because it removes confusion between similar securities, ensures trades and settlements are applied to the correct issue, and helps locate official documents and transaction records quickly.

par value financial

"The Reverse Split will not have any effect on the stated 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.

restricted stock units financial

"restricted stock (vested and unvested), restricted stock units and warrants of the Company"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

FAQ

What reverse stock split did ENvue Medical, Inc. (FEED) announce?

ENvue Medical, Inc. approved a 1-for-12 reverse stock split of its issued and outstanding common stock. Each twelve shares will be combined into one share, reducing the outstanding share count while leaving authorized shares and par value unchanged.

When does the ENvue (FEED) reverse stock split take effect?

The reverse stock split takes effect at 12:01 a.m. Eastern Time on September 1, 2026, and FEED will begin trading on a split-adjusted basis on the Nasdaq Capital Market at the market open that same day.

How will ENvue’s (FEED) share count change after the reverse split?

Outstanding common shares will be reduced from 11,084,616 as of August 28, 2026 to approximately 923,718 shares after the 1-for-12 reverse stock split, subject to minor adjustment from rounding fractional shares up to whole shares.

Will ENvue (FEED) issue fractional shares in the reverse stock split?

No. ENvue will not issue fractional shares. Any fractional share that would otherwise result from the 1-for-12 reverse split will be rounded up to the nearest whole share on a per-stockholder basis.

Does the ENvue (FEED) reverse split affect authorized shares or par value?

No. The company remains authorized to issue 40,000,000 shares of common stock, and the reverse stock split does not change the number of authorized preferred shares or the $0.001 par value of common or preferred stock.

What happens to ENvue (FEED) options, warrants, and convertible securities after the split?

All options, convertible securities, restricted stock, restricted stock units, and warrants outstanding before the reverse split will be adjusted so that the underlying share numbers are divided by 12 and the related exercise or conversion prices are multiplied by 12.

Will ENvue’s (FEED) trading symbol or CUSIP change after the reverse split?

The trading symbol remains FEED, but the common stock will trade under a new CUSIP number 63008J876 on a post-split basis starting September 1, 2026 on the Nasdaq Capital Market.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of Earliest Event Reported): August 28, 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)

(800) 747-2151

(Issuer’s telephone number)

(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 to 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 exchange on which registered
Common Stock, par value $0.001 per share		FEED		The Nasdaq Capital Market

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 By-Laws; Change in Fiscal Year.

Effective as of September 1, 2026, ENvue Medical, Inc. (the “Company”) will effect a reverse stock split of its outstanding shares of common stock at a ratio of twelve-for-one (the “Reverse Split”). The Reverse Split, which was approved by the Company’s board of directors under authority granted by the Company’s stockholders at a special meeting of stockholders held on August 14, 2026, was consummated pursuant to a Certificate of Amendment filed with the Secretary of State of Delaware on August 28, 2026 (the “Certificate of Amendment”). The Reverse Split will take effect on September 1, 2026.

Effects of the Reverse Split

Effective Date; Symbol; CUSIP Number. The Reverse Split will take effect at 12:01 a.m. Eastern Standard Time on September 1, 2026, and will be reflected with the Nasdaq Capital Market (“Nasdaq”) and in the marketplace at the open of business on September 1, 2026 (the “Effective Date”), whereupon the shares of common stock will begin to trade on a split-adjusted basis. In connection with the Reverse Split, the Company’s common stock will continue to trade on Nasdaq under the symbol “FEED” but will trade under a new CUSIP Number, 63008J 876.

Split Adjustment; No Fractional Shares. On the Effective Date, the total number of shares of the Company’s common stock held by each shareholder will convert automatically into the number of whole shares of common stock equal to (i) the number of issued and outstanding shares of common stock held by such shareholder immediately prior to the Reverse Split, divided by (ii) twelve.

No fractional shares will be issued, and no cash or other consideration will be paid. In lieu of any fractional shares, stockholders who would otherwise hold a fractional share because the number of shares of common stock they hold before the Reverse Split is not evenly divisible by the Reverse Split ratio that number of shares of common stock will be rounded up to the nearest whole share.

State Filing. The Reverse Split will take effect at 12:01 a.m. Eastern Standard Time on September 1, 2026 as stated in the Company’s filing of the Certificate of Amendment with the Secretary of State of the State of Delaware on August 28, 2026. The Certificate of Amendment was not effective until the Effective Date. A copy of the Certificate of Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

Capitalization. Prior to the Effective Date of the Certificate of Amendment, the Company was authorized to issue 40,000,000 shares of common stock and the Reverse Split has no impact on such amount. As of August 28, 2026 (prior to the Effective Date), there were 11,084,616 shares of common stock outstanding. As a result of the Reverse Split, there will be approximately 923,718 shares of common stock outstanding (subject to adjustment due to the effect of rounding fractional shares into whole shares). The Reverse Split will not have any effect on the stated par value of the common stock. The Reverse Split will not change the number of authorized shares of preferred stock, or the par value of common stock or preferred stock.

Each shareholder’s percentage ownership interest in the Company and proportional voting power remains virtually unchanged as a result of the Reverse Split, except for minor changes and adjustments that will result from rounding fractional shares into whole shares. The rights and privileges of the holders of shares of common stock will be substantially unaffected by the Reverse Split.

All options, convertible securities, lock-up shares, restricted stocks (vested and unvested) and warrants of the Company outstanding immediately prior to the Reverse Split will be appropriately adjusted by dividing the number of shares of common stock into which the options, convertible securities, unvested shares of restricted stock, restricted stock units and warrants are exercisable or convertible by twelve and multiplying the exercise or conversion price thereof by twelve, as a result of the Reverse Split. After the Reverse Split, the shares of the Company’s common stock will have the same proportional voting rights and rights to dividends and distributions.

Item 8.01 Other Events.

On August 28, 2026, the Company issued a press release titled “ENvue Medical, Inc. Announces 1-for-12 Reverse Stock Split.” A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

3.1		Certificate of Amendment to the Company’s Certificate of Incorporation to implement the Reverse Split.
99.1		Press release dated August 28, 2026.
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.

Dated: August 31, 2026	ENVUE MEDICAL, INC.
	By:	/s/ Doron Besser, M.D.
	Name:	Doron Besser, M.D.
	Title:	Chief Executive Officer

Exhibit 99.1

ENvue Medical, Inc. Announces 1-for-12 Reverse Stock Split

TYLER, Texas, August 28, 2026 (GLOBE NEWSWIRE) — ENvue Medical, Inc. (NASDAQ: FEED) (“ENvue” or the “Company”), a commercial-stage medical technology company, today announced that a reverse stock split of the Company’s issued and outstanding common stock, par value $0.001 per share (the “Common Stock”) at a ratio of 1-for-12 is expected to become effective on September 1, 2026. The Company’s Common Stock will begin trading on the Nasdaq Capital Market on a post-split basis at the market open on September 1, 2026, under the Company’s existing trading symbol “FEED”, but will trade under a new CUSIP number, 63008J876.

After giving effect to the reverse stock split of the Company’s Common Stock, each twelve (12) shares of Common Stock will be combined into one (1) share of Common Stock, such that the Company’s 11,084,616 Common Stock outstanding will be reduced to approximately 923,718 shares of Common Stock outstanding (the “Reverse Stock Split”). The Reverse Stock Split has no impact on the Company’s authorized shares, which remains 40,000,000 shares of Common Stock. No fractional shares will be issued as a result of the Reverse Stock Split as any fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share on a per stockholder basis.

The Reverse Stock Split was approved by the Company’s board of directors under authority granted by the Company’s stockholders at the Company’s Special Meeting of Stockholders held on August 14, 2026.

The Reverse Stock Split will not impact any stockholder’s percentage ownership of the Company or voting power, except for minimal effects resulting from the treatment of fractional shares.

All options, convertible securities including preferred stock, restricted stock (vested and unvested), restricted stock units and warrants of the Company outstanding prior to the Reverse Stock Split will be appropriately adjusted.

The Reverse Stock Split will not change the number of authorized shares of preferred stock, or the par value of the Common Stock or preferred stock. After the Reverse Stock Split, the shares of the Company’s Common Stock will have the same proportional voting rights and rights to dividends and distributions. VStock Transfer, LLC, will act as the exchange agent for the Reverse Stock Split. Please contact VStock Transfer, LLC for further information at (212) 828-8436.

About ENvue Medical, Inc.

ENvue Medical, Inc. (NASDAQ: FEED) is a medical technology company specializing in the advancement of intelligent, non-invasive solutions for enteral care across clinical and home care settings. Headquartered in Tyler, Texas, with research and development in Tel-Aviv Israel, the Company focuses on two distinct technology platforms:

	●	ENvue™ Navigation Platform, developed and operated by ENvue Medical Inc., with offices in Arlington Heights, Illinois, and Tel-Aviv, Israel, is a minimally invasive electromagnetic navigation system intended to assist clinicians in placing feeding tubes into the gastrointestinal tract. FDA 510(k) cleared for adult use, ENvue provides real-time bedside visualization of tube movement and supports informed decision-making during the placement procedure. Future platform expansion may include pediatric and vascular access applications.
	●	Acoustic-based therapeutic technologies, including PainShield® and UroShield®, with research and development in Tel Aviv, Israel, and manufacturing operations in the United States, which utilize proprietary low-intensity surface acoustic wave (SAW) technology. These devices are intended for use in home or care settings and are designed to treat pain, reduce bacterial colonization, and disrupt biofilms.

ENvue Medical is committed to advance standards in non-invasive therapy and minimally invasive navigation, with a focus on patient safety, clinical usability, and technology innovation across a range of healthcare environments.

Cautionary Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements.” Such statements may be preceded by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential,” or similar words. These forward-looking statements include, but are not limited to: statements regarding the implementation of the Reverse Stock Split. Forward-looking statements are not guarantees of future performance, are based on certain assumptions, and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company’s control and cannot be predicted or quantified; consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation: (i) market acceptance of the Company’s existing and new products; (ii) clinical performance and operational outcomes; (iii) delays or complications in product implementation; (iv) intense competition in the medical device industry; (v) product liability or performance issues; (vi) limitations in manufacturing or supply chain capabilities; (vii) reimbursement limitations; (viii) intellectual property protection; (ix) healthcare regulatory changes in the U.S. and abroad; and (x) the need for additional capital. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. Investors and security holders are urged to read these documents free of charge at: www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events, or otherwise, except as required by law.

Investor Contact:

KCSA Strategic Communications

Valter Pinto, Managing Director

PH: (212) 896-1254

envue@kcsa.com

Media Contact:

KCSA Strategic Communications

Michaela Fawcett, Senior Account Director

PH: (978) 995-4683

envue@kcsa.com

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 16.8 KB

Other Documents

• EX-3.1 EX-3.1 13.8 KB
• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB