NeuralBase AI Ltd. (NBBI) cancels 24M shares and approves 5-for-1 stock split

Rhea-AI Filing Summary

NeuralBase AI Ltd. reported major changes to its share structure. On August 5, 2025, the board approved cancelling 24,000,000 previously issued shares, consisting of 20,000,000 common shares and 4,000,000 Series A preferred shares. The cancellation became effective on September 3, 2025, with the shares returned to treasury and removed from the outstanding count.

After this step, the company had 44,790,183 common shares, 5,003,773 Series A preferred shares, and 3,500,000 Series B preferred shares issued and outstanding. On September 9, 2025, the board also approved a 5-for-1 forward stock split of the issued and outstanding common stock. Shareholders of record on September 30, 2025 will receive four additional common shares for each share held, with no fractional shares issued and any fractional amounts rounded up.

Insights

Equity structure analyst

NeuralBase AI restructures equity with a large share cancellation and 5-for-1 split.

NeuralBase AI Ltd. first reduced its outstanding equity by cancelling 24,000,000 previously issued shares, including 20,000,000 common and 4,000,000 Series A preferred. This directly changes the ownership base and can affect per-share metrics, although no earnings figures are provided here.

Following the cancellation, outstanding equity stood at 44,790,183 common shares, 5,003,773 Series A preferred, and 3,500,000 Series B preferred. The board then approved a 5-for-1 forward stock split of the issued and outstanding common stock, with shareholders of record on September 30, 2025 receiving four additional shares for each existing common share, and fractional entitlements rounded up.

The net economic interest of shareholders does not change from the split alone, but the share count and trading price per share will adjust once the stock begins trading on a split-adjusted basis after FINRA sets the payment date. Subsequent disclosures may provide more clarity on how these structural changes relate to the company’s broader capital planning.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

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

Understanding 8-K Material Events →

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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): September 18, 2025 (August 5, 2025)

NEURALBASE AI LTD.

 (Exact name of registrant as specified in its charter)

Nevada		000-33325		N/A
(State or other jurisdiction		(Commission		(IRS Employer
of Incorporation)		File Number)		Identification Number)

10409 Pacific Palisades Ave.

Las Vegas, NV 89144-1221

+1 727 314 3717

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

___________________________________________________________ 

(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: None.

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

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). ☒

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. ☒

NeuralBase AI Ltd.

Form 8-K

Current Report

Item 8.01 Other Events

On August 5, 2025, the Company’s Board of Directors approved and effected the cancellation of an aggregate of 24,000,000 shares (20,000,000 shares of common stock and 4,000,000 shares of Series A Preferred Stock) previously issued and outstanding. The cancellation was completed and made effective on September 3, 2025, and these shares were returned to treasury and cancelled as of that date.

Following the cancellation, the Company had 44,790,183 shares of common stock, 5,003,773 shares of Series A Preferred Stock, and 3,500,000 shares of Series B Preferred Stock issued and outstanding, as confirmed by the Company’s transfer agent.

On September 9, 2025, the Company’s Board of Directors approved a 5-for-1 forward stock split of its issued and outstanding common stock. No fractional shares will be issued; any fractional entitlement will be rounded up to the nearest whole share. Upon completion of the split, shareholders of record at the close of business on the anticipated record date of September 26, 2025, will receive four additional shares for each share of common stock they own. The record date set by the Company is September 30, 2025, however the payment date will be set by FINRA upon their review and approval of the split. At that time, the Company’s common stock will begin trading on a split-adjusted basis, and FINRA will announce the split on the daily list one business day prior.

2

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.

	NeuralBase AI Ltd.
Dated: September 18, 2025	/s/ Vighnesh Dobale
	By: Vighnesh Dobale
	Title: Chief Executive Officer

3

FAQ

What equity changes did NeuralBase AI Ltd. (NBBI) disclose in this 8-K?

The company cancelled 24,000,000 previously issued shares and later approved a 5-for-1 forward stock split of its issued and outstanding common stock.

How many NeuralBase AI Ltd. (NBBI) shares were outstanding after the cancellation?

After the cancellation, the company had 44,790,183 shares of common stock, 5,003,773 shares of Series A preferred stock, and 3,500,000 shares of Series B preferred stock issued and outstanding.

What was included in the 24,000,000 shares cancelled by NeuralBase AI Ltd.?

The cancellation covered 20,000,000 shares of common stock and 4,000,000 shares of Series A preferred stock that were previously issued and outstanding.

How does the 5-for-1 forward stock split work for NeuralBase AI Ltd. common stock?

For each share of common stock held on the record date, shareholders will receive four additional shares, resulting in five shares total for every one share previously held.

What is the record date for NeuralBase AI Ltd.’s 5-for-1 stock split?

Shareholders of record at the close of business on September 30, 2025 will be entitled to receive the additional common shares from the 5-for-1 forward stock split.

Will NeuralBase AI Ltd. issue fractional shares in the stock split?

No fractional shares will be issued; any fractional entitlement from the 5-for-1 split will be rounded up to the nearest whole share.

When will NeuralBase AI Ltd. common stock trade on a split-adjusted basis?

The common stock will begin trading on a split-adjusted basis on the payment date, which will be set by FINRA after it reviews and approves the split and announces it on the daily list one business day prior.