STOCK TITAN

Reverse split aims to keep Greenlane (NASDAQ: GNLN) on Nasdaq

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Greenlane Holdings, Inc. is implementing a 1-for-8 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on April 6, 2026. The stock will begin trading on a split-adjusted basis that day under the same symbol, GNLN, with a new CUSIP.

The reverse split will reduce issued and outstanding common shares from approximately 5,039,563 to approximately 629,945, without changing the authorized share count. No fractional shares will be issued; instead, holders will receive cash based on the April 2, 2026 closing price for any fractional interest.

The split will also proportionately adjust the share amounts and exercise or conversion prices of certain outstanding warrants and stock options. Greenlane states that the action is intended to improve the investment perception of its stock, broaden its investor appeal, and help maintain compliance with Nasdaq Listing Rule 5550(a)(2).

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Insights

Greenlane enacts a 1-for-8 reverse split to support Nasdaq listing.

Greenlane is consolidating every 8 common shares into 1, cutting its outstanding count from about 5,039,563 to about 629,945. This type of reverse split is a cosmetic share consolidation and does not, by itself, change the company’s overall value.

The stated goals are to improve how the stock is perceived, appeal to a broader investor base, and maintain compliance with Nasdaq Listing Rule 5550(a)(2), which relates to minimum bid price. Fractional shares are being cashed out at the April 2, 2026 closing price, and option and warrant terms are being adjusted proportionately.

Economically, existing holders keep the same proportional ownership, but the share price will reset higher on a split-adjusted basis. The action highlights prior bid-price pressure and listing risk, while providing a structural step that may help the company remain on The Nasdaq Capital Market if trading supports the higher post-split price over time.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Reverse split ratio 1-for-8 Reverse stock split of common shares
Pre-split shares outstanding Approximately 5,039,563 shares Common stock before reverse split
Post-split shares outstanding Approximately 629,945 shares Common stock after reverse split
Effective time 12:01 a.m. Eastern, April 6, 2026 Reverse split effectiveness
Listing rule reference Nasdaq Listing Rule 5550(a)(2) Minimum bid price compliance goal
Press release exhibit Exhibit 99.1 Reverse split announcement
reverse stock split financial
"announced that it will effect a reverse stock split of its outstanding shares"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
Nasdaq Listing Rule 5550(a)(2) regulatory
"intended to improve perception ... and maintain compliance with Nasdaq Listing Rule 5550(a)(2)"
Digital Asset Treasury financial
"a company with a Berachain-focused Digital Asset Treasury (“DAT”)"
A digital asset treasury is a collection of digital items like cryptocurrencies or tokens that a company or organization owns and manages. It’s important because it helps them store, protect, and use these digital assets for business needs, investments, or future growth, much like a cash reserve but in digital form.
Proof of Liquidity technical
"Berachain utilizes a novel Proof of Liquidity consensus mechanism"
Proof of liquidity is documentation or evidence showing that an entity has enough readily available cash or assets that can be quickly converted to cash to meet short-term obligations or to support trading activity. For investors, it matters because it reduces the risk that the company, fund, or market will run out of cash, default on payments, or face sudden price swings; think of it as a bank statement proving there’s money in the checking account before making a big purchase.
equity incentive plans financial
"in accordance with the respective terms of such warrants and stock options (and the applicable equity incentive plans)"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
false 0001743745 0001743745 2026-04-01 2026-04-01 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): April 1, 2026

 

GREENLANE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38875   83-0806637

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

4800 N Federal Hwy, Suite B200    
Boca Raton FL   33431
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (877) 292-7660

 

Not Applicable

(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
Class A Common Stock, $0.01 par value per share   GNLN   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 7.01. Regulation FD Disclosure.

 

On April 1, 2026, Greenlane Holdings, Inc. issued a press release with respect to a pending reverse split of its Class A common stock. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”).

 

The information contained in this Item 7.01 of this Current Report, including Exhibit 99.1 hereto, is being furnished pursuant to Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Item 7.01 of this Current Report.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit Number   Description
99.1   Press Release, dated April 1, 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.

 

 

GREENLANE HOLDINGS, INC.

     
Date: April 1, 2026 By: /s/ Jason Hitchcock
  Name: Jason Hitchcock
  Title: Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE 

 

April 1, 2026

 

Greenlane Holdings, Inc. Announces 1-for-8 Reverse Stock Split

 

BOCA RATON, Fla., April 1, 2026 (GLOBE NEWSWIRE) – Greenlane Holdings, Inc. (“Greenlane” or the “Company”) (Nasdaq: GNLN), a company with a Berachain-focused Digital Asset Treasury (“DAT”), today announced that it will effect a reverse stock split of its outstanding shares of common stock at a ratio of 1-for-8, to be effective as of 12:01 a.m. Eastern Time on April 6, 2026.

 

Greenlane’s common stock will begin trading on a reverse stock split-adjusted basis at the opening of the market on April 6, 2026. Following the reverse stock split, Greenlane’s common stock will continue to trade on The Nasdaq Capital Market under the symbol “GNLN” with the new CUSIP number, 395330 608. The reverse stock split is intended to improve perception of the Company’s common stock as an investment security, appeal to a broader range of investors, and maintain compliance with Nasdaq Listing Rule 5550(a)(2).

 

The reverse stock split will not change the authorized number of shares of Greenlane’s common stock. No fractional shares will be issued in connection with the reverse stock split, and stockholders who would otherwise be entitled to receive a fractional share in connection with the reverse stock split will instead receive a cash payment in lieu thereof equal to such fraction multiplied by the closing sales price of Greenlane’s common stock as reported on The Nasdaq Capital Market on April 2, 2026. In addition, the reverse stock split will apply to Greenlane’s common stock issuable (or deemed issuable, as applicable) upon the exercise or conversion, as applicable, of certain of Greenlane’s outstanding warrants and stock options, with proportionate adjustments to be made to the exercise and conversion prices thereof, in each case in accordance with the respective terms of such warrants and stock options (and the applicable equity incentive plans).

 

The reverse stock split will reduce the number of issued and outstanding shares of Greenlane’s common stock from approximately 5,039,563 to approximately 629,945.

 

At Greenlane’s special meeting of stockholders held on March 25, 2026, Greenlane’s stockholders approved the reverse stock split in connection with Greenlane’s common stock and gave Greenlane’s board of directors discretionary authority to select a ratio for the reverse stock split ranging from 1-for-5 shares to 1-for-15 shares. Greenlane’s board of directors approved the reverse stock split at a ratio of 1-for-8 on March 25, 2026.

 

Equiniti Trust Company, LLC is acting as the exchange agent and paying agent for the reverse stock split. Stockholders holding their shares in book-entry form or in brokerage accounts need not take any action in connection with the reverse stock split. Equiniti Trust Company, LLC will provide instructions to any stockholders with certificates regarding the process in connection with the exchange of pre-reverse stock split stock certificates for ownership in book-entry form or stock certificates on a post-reverse stock split basis. Stockholders are encouraged to contact their bank, broker or custodian with any procedural questions.

 

 

 

 

About Greenlane

 

Founded in 2005, Greenlane Holdings, Inc. (Nasdaq: GNLN) is a publicly traded digital asset treasury company with a strategic focus centered on BERA, the native digital asset of the Berachain blockchain network. In addition to its digital asset treasury activities, the Company continues to operate a reduced-scale wholesale and distribution business through an asset-light drop-ship model. For more information, visit investor.gnln.com.

 

About Berachain

 

Berachain is a decentralized, open-source, EVM-compatible layer-1 blockchain engineered for high throughput, low latency, and full compatibility with Ethereum tooling, smart contracts, and infrastructure. Berachain utilizes a novel Proof of Liquidity consensus mechanism that integrates network security with active liquidity provisioning. For more information, visit berachain.com.

 

Investor Contact: IR@greenlane.com or PCG Advisory | Kevin McGrath | +1-646-418-7002

 

Forward-Looking Statements

 

This press release and any statements made for and during any presentation or meeting concerning the matters discussed in this press release contain forward-looking statements related to Greenlane and its subsidiaries under the safe harbor provisions of Section 21E of the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Forward-looking statements include statements regarding Greenlane’s ability to regain or remain in compliance with the continued listing standards of Nasdaq.

 

Risks and uncertainties that could cause Greenlane’s actual results to differ materially and adversely from those expressed in our forward-looking statements, include, but are not limited to: risks associated with the unpredictability of trading markets and whether a market will be established for Greenlane’s common stock; general economic, political and business conditions; Greenlane’s digital asset treasury strategy; participation in the Berachain ecosystem; capital allocation plans; validator and staking activities; and other risks and uncertainties indicated from time to time and other risks described in Greenlane’s most recent periodic reports filed with the Securities and Exchange Commission, including Greenlane’s Annual Report on Form 10-K for the year ended December 31, 2025 and subsequent Quarterly Reports on Form 10-Q that the Company has filed or may file with the SEC, including the risk factors set forth in those filings. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and Greenlane undertakes no obligation to update any forward-looking statement in this press release except as may be required by law.

 

 

 

FAQ

What reverse stock split did Greenlane (GNLN) approve in April 2026?

Greenlane approved a 1-for-8 reverse stock split of its common stock. Every eight existing shares will be combined into one new share, reducing outstanding shares while leaving overall ownership percentages unchanged for investors who hold whole-share amounts.

When will Greenlane’s 1-for-8 reverse stock split take effect?

The reverse stock split becomes effective at 12:01 a.m. Eastern Time on April 6, 2026. Greenlane’s common stock will begin trading on a reverse split-adjusted basis at the market open that same day on The Nasdaq Capital Market under the symbol GNLN.

How will Greenlane’s reverse stock split affect the number of GNLN shares?

The reverse split will reduce issued and outstanding Greenlane common shares from approximately 5,039,563 to approximately 629,945. This consolidation increases the per-share price mechanically while preserving each investor’s proportional ownership in the company, aside from any cash paid in lieu of fractional shares.

What happens to Greenlane (GNLN) fractional shares in the reverse split?

Greenlane will not issue fractional shares in the reverse stock split. Stockholders entitled to a fractional share will receive a cash payment instead, equal to the fraction multiplied by the April 2, 2026 closing sales price of Greenlane’s common stock on The Nasdaq Capital Market.

Why is Greenlane conducting a 1-for-8 reverse stock split?

Greenlane states the reverse stock split is intended to improve the perception of its common stock, broaden its appeal to a wider range of investors, and help maintain compliance with Nasdaq Listing Rule 5550(a)(2), which concerns the minimum bid price required for continued listing.

How will the reverse split affect Greenlane options and warrants?

The reverse split will apply to Greenlane common stock issuable upon exercise or conversion of certain outstanding warrants and stock options. Share amounts will be reduced and exercise or conversion prices increased proportionately, following the terms of the relevant equity incentive plans and individual instruments.

Filing Exhibits & Attachments

5 documents