FOXO Technologies (FOXO) majority owner approves reverse split and files 14C
Rhea-AI Filing Summary
FOXO Technologies Inc. reports that on August 13, 2026, Rennova Health, Inc., which is controlled by FOXO’s CEO and acts as the majority stockholder, approved corporate actions by written consent, including a planned reverse stock split. As of that record date, this majority stockholder held approximately 99.12% of FOXO’s voting rights directly or through proxy, and the Board of Directors approved the action by unanimous written consent the same day.
FOXO filed a preliminary Information Statement on Schedule 14C on August 14, 2026. A definitive Schedule 14C will be mailed to stockholders of record as of the August 13, 2026 record date, and the reverse split will become effective no earlier than 20 days after mailing, subject also to notice and processing under FINRA Rule 6490. Further details on the reverse split are described in the Schedule 14C.
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8-K Event Classification
Item 5.07 — Submission of Matters to a Vote of Security Holders
1 item
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.
Key Figures
Majority voting control: 99.12% of voting rights
Reverse split effective period: No earlier than 20 days
Record Date: August 13, 2026
+1 more
4 metrics
Majority voting control
99.12% of voting rights
Held by Rennova Health, Inc. as of the August 13, 2026 record date
Reverse split effective period
No earlier than 20 days
After mailing the definitive Schedule 14C to stockholders of record
Record Date
August 13, 2026
Determines stockholders entitled to notice of the action approved by written consent
PRE 14C filing date
August 14, 2026
Preliminary Information Statement on Schedule 14C filed regarding the reverse split
Key Terms
Written Consent, Record Date, Schedule 14C, Reverse Split, +1 more
5 terms
Written Consent regulatory
"approved certain actions by written consent (the “Written Consent”)"
A written consent is a formal, signed document in which shareholders or directors approve a corporate action without holding a live meeting, similar to signing a petition instead of gathering in person. It matters to investors because it can speed decisions, create a clear legal record of approval, and affect control or governance outcomes — for example enabling changes that would otherwise require a vote at a meeting.
Record Date financial
"is the record date (the “Record Date”) for the determination of stockholders"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
Schedule 14C regulatory
"filed a preliminary Information Statement on Schedule 14C"
Schedule 14C is an SEC filing that companies use to send an official information statement to shareholders when they are not asking for proxy votes. It lays out key facts about corporate actions—such as reorganizations, related-party transactions, or changes in governance—so investors can understand what’s happening without being asked to vote, like receiving a detailed neighborhood notice about a rule change rather than a petition. Because it provides formal, regulated disclosure, Schedule 14C helps investors verify claims, weigh potential impacts on ownership or value, and hold management accountable.
Reverse Split financial
"The Reverse Split will then be effective no earlier than 20 days after the mailing"
A reverse split is when a company reduces the number of its outstanding shares by combining several existing shares into one new share, so the price per share rises proportionally while the company’s overall value stays the same. Investors care because it can make a stock appear more respectable or meet exchange rules — like turning many small coins into a single larger bill — but it can also signal financial trouble and often affects trading liquidity and investor perception.
FINRA Rule 6490 regulatory
"required to provide notice to, and have its submission processed by, the Financial Industry Regulatory Authority (“FINRA”) pursuant to FINRA Rule 6490"
FAQ
What corporate action did FOXO (FOXO) announce in this report?
FOXO Technologies Inc. disclosed that its majority stockholder approved a reverse stock split by written consent on August 13, 2026. Details of the reverse split are described in a Schedule 14C information statement filed on August 14, 2026.
Who is the majority stockholder of FOXO (FOXO) and how much voting control do they have?
The majority stockholder is Rennova Health, Inc., which is controlled by FOXO’s CEO. As of August 13, 2026, it held approximately 99.12% of the company’s voting rights, directly or through proxy.
When will the FOXO (FOXO) reverse split become effective?
The reverse split will become effective no earlier than 20 days after mailing the definitive Schedule 14C to stockholders of record. Effectiveness also depends on providing notice to and having the action processed by FINRA under Rule 6490.
What SEC filing did FOXO (FOXO) submit regarding the approved reverse split?
FOXO submitted a preliminary Information Statement on Schedule 14C on August 14, 2026. A definitive Schedule 14C will be mailed to stockholders of record as of August 13, 2026 to describe the reverse split and the approved actions.
Did FOXO’s (FOXO) Board of Directors support the reverse split?
Yes. The Board of Directors approved the action, including the reverse split, by unanimous written consent on August 13, 2026, the same date the majority stockholder executed its written consent approval.
What regulatory steps are required for the FOXO (FOXO) reverse split besides stockholder notice?
In addition to mailing the definitive Schedule 14C, the company must provide notice to the Financial Industry Regulatory Authority (FINRA) and have its submission processed in accordance with FINRA Rule 6490 before the reverse split becomes effective.
AI-generated analysis. How Rhea-AI works. Not financial advice.
