Intelligent Group (NASDAQ: INTJ) enacts 1‑for‑20 reverse stock split in February

Rhea-AI Filing Summary

Intelligent Group Limited is implementing a 1‑for‑20 reverse stock split of its Class A Ordinary Shares. The change will take effect at 12:01 a.m. (ET) on February 17, 2026, when the shares begin trading on Nasdaq on a split-adjusted basis.

The reverse split will reduce outstanding Class A Ordinary Shares from 29,250,000 to approximately 1,462,500. The stock will continue trading under the symbol “INTJ” with a new CUSIP number G48047115. No shareholder vote was required, and any fractional entitlements will be rounded up to one full post-split share per affected participant.

Insights

Equity Capital Markets Analyst

INTJ is enacting a 1‑for‑20 reverse split to consolidate its share count.

Intelligent Group Limited approved a 1‑for‑20 reverse stock split that cuts outstanding Class A Ordinary Shares from 29,250,000 to approximately 1,462,500. The shares will trade on a split-adjusted basis on Nasdaq from February 17, 2026, under the same ticker but with a new CUSIP.

The board was able to approve this action without a shareholder vote under BVI law, which can speed implementation. The company will not issue fractional shares; instead, holders who would have received fractions get one full post-split share, slightly increasing the post-split count versus a pure mathematical ratio.

This type of corporate action primarily affects trading dynamics and the per-share price, rather than directly changing the company’s underlying business. Future disclosures may clarify whether the split is connected to listing requirements or broader capital structure objectives.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2026

Commission File Number: 001-41974

Intelligent Group Limited

Unit 1203C, Level 12, Admiralty Centre,
Tower 1, 18 Harcourt Road,
Admiralty, Hong Kong

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒        Form 40-F ☐

EXPLANATORY NOTE

As disclosed earlier, on January 15, 2026, the Board of Directors of Intelligent Group Limited (the “Company”) approved a reverse stock split of all the Company’s issued and unissued shares at an exchange ratio of one (1) share for twenty (20) shares (“Reverse Share Split”). Pursuant to the BVI Business Companies Act (as amended) and the Company’s M&A, the Company’s Board of Directors is authorized to effect the Reverse Share Split without the approval of the Company’s shareholders. Accordingly, no shareholder vote, consent or approval is required or will be sought in respect of the Reverse Share Split.

The Reverse Stock Split will be effective at 12:01 a.m. (ET) on February 17, 2026 and the Company’s Class A Ordinary Shares will begin trading on the Nasdaq Capital Market (“Nasdaq”) on a split-adjusted basis at the opening of market on February 17, 2026.

The Class A Ordinary Shares will continue to trade on the Nasdaq Capital Market under the trading symbol “INTJ” but will trade under the following new CUSIP number: G48047115. The Reverse Stock Split will reduce the number of outstanding Class A Ordinary Shares of the Company from 29,250,000 to approximately 1,462,500 Class A Ordinary Shares. Every twenty (20) outstanding Class A Ordinary Shares will be combined into and automatically become one post-Reverse Stock Split Class A Ordinary Share. No fractional shares will be issued in connection with the Reverse Stock Split. Instead, the Company will issue one full post-Reverse Stock Split Class A Ordinary Share to any shareholder at a participant level who would have been entitled to receive a fractional share as a result of the process.

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SIGNATURE

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, thereunto duly authorized.

	INTELLIGENT GROUP LIMITED
	By:	/s/ Wai Lau
	Name:	Wai Lau
	Title:	Director, Chief Executive Officer, and Chairlady of the Board

Date: February 9, 2026

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FAQ

What reverse stock split is Intelligent Group Limited (INTJ) implementing?

Intelligent Group Limited is carrying out a 1‑for‑20 reverse stock split of its Class A Ordinary Shares. Every twenty existing shares will automatically combine into one new share, significantly reducing the share count while leaving each holder’s proportional ownership essentially unchanged.

How does the INTJ reverse stock split affect shares outstanding?

The reverse split will reduce Intelligent Group Limited’s outstanding Class A Ordinary Shares from 29,250,000 to approximately 1,462,500. This consolidation increases the price per share mechanically, while the company’s overall market value is not directly changed by the split itself.

When will Intelligent Group Limited’s reverse stock split take effect?

The reverse stock split becomes effective at 12:01 a.m. (ET) on February 17, 2026. Intelligent Group Limited’s Class A Ordinary Shares will begin trading on the Nasdaq Capital Market on a split-adjusted basis at the market open on that same date.

Will INTJ change its Nasdaq ticker symbol after the reverse split?

The company’s Class A Ordinary Shares will continue trading on the Nasdaq Capital Market under the ticker symbol INTJ. However, they will trade under a new CUSIP number, G48047115, which reflects the post‑reverse‑split security identification.

Are Intelligent Group Limited shareholders voting on the reverse stock split?

Shareholders are not voting on the reverse stock split. Under the BVI Business Companies Act and the company’s governing documents, the Board of Directors is authorized to approve and implement the reverse split without obtaining shareholder consent or approval.

How will fractional INTJ shares be handled in the reverse split?

No fractional shares will be issued. If a shareholder at the participant level would be entitled to receive a fractional post‑split share, Intelligent Group Limited will instead issue one full post‑reverse‑split Class A Ordinary Share to that holder.