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Reverse stock split: Mobile-health Network (NASDAQ: MNDR) enacts 1-for-5

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Mobile-health Network Solutions has implemented a 1-for-5 reverse stock split of its ordinary shares, following shareholder approval at an Extraordinary General Meeting. Every five issued and outstanding ordinary shares have been combined into one ordinary share, and shareholders will not receive fractional shares; instead, the Company will receive one ordinary share in lieu of any fractional share amounts.

Under an amended and restated memorandum and articles of association, the authorized share capital remains at $50,000, now divided into 312,500,000 ordinary shares, and the par value per ordinary share has increased from $0.000032 to $0.00016. The reverse split became effective at 12:01 a.m. Eastern Time on September 25, 2025, and the ordinary shares began trading on a reverse-split-adjusted basis on the Nasdaq Capital Market under the existing ticker “MNDR” the same day, with a new CUSIP assigned.

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Insights

MNDR consolidates shares via 1-for-5 reverse split with par value change.

Mobile-health Network Solutions completed a 1-for-5 reverse stock split affecting all issued, outstanding, and authorized but unissued ordinary shares. This reduces the number of shares outstanding while keeping each holder’s proportional ownership broadly aligned, apart from the treatment of fractional positions, which are settled by issuing one ordinary share to the Company instead of fractional shares to investors.

The authorized share capital stays at $50,000, now structured as 312,500,000 ordinary shares with par value raised from $0.000032 to $0.00016 per share, reflecting the 5-to-1 consolidation. Trading on a split-adjusted basis on Nasdaq under ticker MNDR from September 25, 2025, together with a new CUSIP, signals the operational completion of the action. The filing does not link this change to specific financial metrics or guidance, so the direct impact on fundamentals is limited to capital structure mechanics.

 

 

 

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 September 2025

 

Mobile-health Network Solutions

 

2 Venture Drive, #07-06/07 Vision Exchange

Singapore 608526

+65 6222 5223

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

 

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

 

Form 20-F ☒        Form 40-F ☐

 

 

 

 

 

 

When used in this Form 6-K, unless otherwise indicated, the terms “the Company,” “Mobile-Health,” “we,” “us” and “our” refer to Mobile-health Network Solutions and its subsidiaries.

 

Reverse Split

 

As previously disclosed, at the Company’s Extraordinary General Meeting held on September 11, 2025, the Company’s shareholders approved (i) the 1-for-5 reverse stock split of all of its issued and outstanding, and authorized but unissued, ordinary shares (the “Reverse Stock Split”) and (ii) the Amended and Restated Memorandum and Articles of Association of the Company (the “Memorandum Amendment”) to reflect the Reverse Stock Split.

 

On September 23, 2025, the Company’s Board of Directors, acting pursuant to the approval by the Company’s shareholders, filed the Memorandum Amendment by sending notice to the Registrar of Companies of the Cayman Islands.

 

Pursuant to the Memorandum Amendment, the authorized share capital remains $50,000 and is now divided into 312,500,000 ordinary shares, and the par value of the ordinary shares has increased from $0.000032 per share to $0.00016 per share. As a result of the Reverse Stock Split, every five issued and outstanding ordinary shares were combined into one issued and outstanding ordinary share. Shareholders will not receive fractional shares; instead, the Company shall receive one ordinary share in lieu of any fractional shares.

 

The Reverse Stock Split became effective at 12:01 a.m. Eastern Time on September 25, 2025, and the Company’s ordinary shares began trading on a Reverse Stock Split-adjusted basis on the Nasdaq Capital Market under the existing ticker symbol “MNDR” at the market open on September 25, 2025. After the Reverse Stock Split, the trading symbol for the Company’s ordinary shares will continue to be “MNDR.” The new CUSIP number for the Company’s ordinary shares is G62264 125.

 

The foregoing description of the Memorandum Amendment is a summary of the material terms of the Memorandum Amendment and does not purport to be complete and is qualified in its entirety by reference to the Memorandum Amendment, form of which was filed as Exhibit 99.3 to the Company’s Form 6-K filed on August 25, 2025.

 

 

 

 

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, thereunto duly authorized.

 

  Mobile-health Network Solutions
     
Date: September 25, 2025 By: /s/ Siaw Tung Yeng
  Name: Siaw Tung Yeng
  Title: Chief Executive Officer

 

 

FAQ

What share change did MNDR announce in this 6-K filing?

Mobile-health Network Solutions implemented a 1-for-5 reverse stock split, combining every five issued and outstanding ordinary shares into one ordinary share.

When did Mobile-health Network Solutions’ reverse stock split take effect?

The reverse stock split became effective at 12:01 a.m. Eastern Time on September 25, 2025, with trading on a split-adjusted basis beginning at the market open that same day.

Did MNDR change its authorized share capital in this reverse split?

The authorized share capital remains $50,000, but it is now divided into 312,500,000 ordinary shares, with the par value per share increasing from $0.000032 to $0.00016.

How are fractional shares handled in the MNDR reverse stock split?

Shareholders will not receive fractional shares. Instead, the Company will receive one ordinary share in lieu of any fractional shares that would otherwise result.

Did the Nasdaq ticker symbol for Mobile-health Network Solutions change after the reverse split?

No. After the reverse stock split, the Company’s ordinary shares continue to trade on the Nasdaq Capital Market under the ticker symbol “MNDR”, although a new CUSIP has been assigned.

What corporate document did MNDR amend to effect the reverse stock split?

The Company adopted an Amended and Restated Memorandum and Articles of Association, referred to as the Memorandum Amendment, to reflect the reverse stock split and related share terms.

Mobile-health Network Solutions

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