Intercont Cayman sets 25-for-1 reverse share split

Intercont (Cayman) Limited is consolidating its shares 25-for-1 to address Nasdaq listing requirements.

Rhea-AI Filing Summary

Intercont (Cayman) Limited is consolidating its shares 25-for-1 to address Nasdaq listing requirements. Effective April 2, 2026, every 25 issued and outstanding ordinary shares will be combined into one share, and the Class A ordinary shares will begin trading on a split-adjusted basis under the same symbol “NCT”.

The company is targeting compliance with Nasdaq’s minimum $1.00 bid price per share requirement under Marketplace Rule 5550(a)(2). The total number of authorized ordinary shares will be reduced from 1,000,000,000 to 40,000,000, and par value will change to $0.0025 per share. Fractional shares will not be issued; any fractional positions will be rounded up at the beneficial holder level, with book-entry and street-name holders adjusted automatically through the transfer agent and brokers.

Insights

Equity capital markets analyst

Intercont’s 25-for-1 reverse split is a structural move to maintain Nasdaq listing rather than a change in business performance.

Intercont (Cayman) Limited approved a 25-for-1 reverse share split effective April 2, 2026, explicitly to regain compliance with Nasdaq’s minimum $1.00 bid price rule 5550(a)(2). This consolidates the share count without altering the company’s underlying operations or aggregate equity value.

The action also reduces authorized ordinary shares from 1,000,000,000 to 40,000,000 and resets par value to $0.0025 per share. Fractional shares will be rounded up at the beneficial holder level, simplifying administration and avoiding tiny residual holdings for investors.

Future disclosures in company filings may clarify whether the adjusted capital structure affects any financing flexibility or strategic plans. For now, the change primarily affects trading dynamics and per-share metrics while supporting continued trading of Class A ordinary shares on the Nasdaq Capital Market.

Key Figures

Reverse split ratio: 25-for-1 Nasdaq minimum bid price: $1.00 per share Authorized shares before: 1,000,000,000 ordinary shares +3 more

6 metrics

Reverse split ratio 25-for-1 Ordinary share consolidation effective April 2, 2026

Nasdaq minimum bid price $1.00 per share Compliance with Marketplace Rule 5550(a)(2)

Authorized shares before 1,000,000,000 ordinary shares Authorized ordinary share capital prior to reverse split

Authorized shares after 40,000,000 ordinary shares Authorized ordinary shares after reverse split

Par value after split $0.0025 per share New par value for ordinary shares post–reverse split

Effective date April 2, 2026 Effective Time of 25-for-1 reverse share split

Key Terms

Reverse Share Split, Nasdaq Capital Market, minimum $1.00 bid price per share requirement, Marketplace Rule 5550(a)(2), +2 more

6 terms

Reverse Share Split financial

"will effect a share consolidation (“Reverse Share Split”) of its ordinary shares at a ratio of 25-for-1"

A reverse share split is when a company reduces the number of its shares outstanding by combining multiple shares into one, effectively increasing the price of each share. For investors, this can help improve the company's image or meet stock exchange listing requirements, but it does not change the total value of their investment. It’s similar to turning many small pieces of a puzzle into fewer larger pieces—nothing new is added or lost, just rearranged.

Nasdaq Capital Market financial

"Class A ordinary shares will trade on the Nasdaq Capital Market on a split-adjusted basis"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

minimum $1.00 bid price per share requirement financial

"to regain compliance with the minimum $1.00 bid price per share requirement of Nasdaq’s Marketplace Rule 5550(a)(2)"

Marketplace Rule 5550(a)(2) regulatory

"requirement of Nasdaq’s Marketplace Rule 5550(a)(2)"

Extraordinary General Meeting of Shareholders regulatory

"within 180 days of shareholder approval at an Extraordinary General Meeting of Shareholders held on January 26, 2026"

A meeting called by a company outside its regular annual meeting to address urgent or special matters that cannot wait until the next scheduled meeting. Investors attend or vote to decide on actions such as major deals, leadership changes, capital-raising, or rule changes; think of it as an emergency board meeting where shareholders have a direct say and the outcomes can quickly change a company’s strategy, ownership stakes, or financial prospects.

share consolidation financial

"will effect a share consolidation (“Reverse Share Split”) of its ordinary shares"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What reverse share split is Intercont (Cayman) Limited (NCT) implementing?

Intercont (Cayman) Limited is implementing a 25-for-1 reverse share split of its ordinary shares. Every 25 issued and outstanding ordinary shares will be combined into one share, affecting all Class A ordinary shares on a split-adjusted basis after the effective time.

When does the Intercont (Cayman) Limited (NCT) reverse split become effective?

The reverse share split becomes effective on April 2, 2026, defined as the Effective Time. From the opening of trading that day, Class A ordinary shares will trade on the Nasdaq Capital Market on a split-adjusted basis under symbol NCT with new CUSIP G48049111.

Why is Intercont (Cayman) Limited (NCT) doing a 25-for-1 reverse split?

Intercont is enacting the 25-for-1 reverse share split to regain compliance with Nasdaq’s minimum $1.00 bid price per share requirement. This requirement is set out in Nasdaq Marketplace Rule 5550(a)(2), which governs continued listing on the Nasdaq Capital Market for the company’s shares.

How will Intercont (Cayman) Limited’s authorized shares and par value change?

At the Effective Time, total authorized ordinary shares will be reduced from 1,000,000,000 to 40,000,000. The par value of each ordinary share will change to $0.0025 per share, aligning the capital structure with the new post–reverse split share count approved by the board.

What happens to fractional shares in the Intercont (Cayman) Limited reverse split?

No fractional Class A ordinary shares will be issued in the reverse split. Any fractional shares resulting from the 25-for-1 consolidation will be rounded up at the beneficial holder level, so investors end up with whole shares instead of very small residual positions after the adjustment.

Do Intercont (Cayman) Limited (NCT) shareholders need to take action for the reverse split?

Shareholders holding electronically in book-entry form or in brokerage accounts do not need to take action. The transfer agent and brokers will automatically adjust holdings to reflect the 25-for-1 reverse split, following their standard processes, once the change becomes effective on April 2, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/30/2026 - 10:23 AM Learn about SEC filing dates

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 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of March 2026

Commission File Number: 001-42571

INTERCONT (CAYMAN) LIMITED

39 Ocean Drive Singapore

(Address of 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 ☐

The following exhibit is attached:

EXHIBIT INDEX

Exhibit Number		Description
99.1		Press Release

1

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.

Date: March 30, 2026	Intercont (Cayman) Limited
	By:	/s/ Muchun Zhu
		Muchun Zhu
		Chief Executive Officer

2

Exhibit 99.1

Intercont (Cayman) Limited Announces Effective Time of Share Consolidation/Reverse Share Split

to Regain NASDAQ Compliance

SINGAPORE, March 30, 2026 (GLOBE NEWSWIRE) – Intercont (Cayman) Limited (“Intercont” or the “Company”), a global shipping enterprise, today announced that it will effect a share consolidation (“Reverse Share Split”) of its ordinary shares at a ratio of 25-for-1, effective as of April 2, 2026 (the “Effective Time”), in order to regain compliance with the minimum $1.00 bid price per share requirement of Nasdaq’s Marketplace Rule 5550(a)(2).

Beginning with the opening of trading on April 2, 2026, the Company’s Class A ordinary shares will trade on the Nasdaq Capital Market on a split-adjusted basis, under the same symbol “NCT” but under a new CUSIP number, G48049111.

The Company’s shareholders previously approved the reverse split and granted the Company’s board of directors the authority to determine the final consolidation ration (not to exceed 100:1) and when to proceed with the share consolidation, in the event that the closing bid price per listed share of the Company falls below $1.00 on The NASDAQ Stock Market, within 180 days of shareholder approval at an Extraordinary General Meeting of Shareholders held on January 26, 2026. On March 22, 2026, the Company’s board of directors approved the implementation of the Reverse Share Split at the ratio of 25-for-1 as of the Effective Time.

As of the Effective Time, every 25 shares of the Company’s issued and outstanding ordinary shares will be combined into one issued and outstanding ordinary share without any action on the part of the shareholders. The total number of authorized ordinary shares will be reduced from 1,000,000,000 to 40,000,000, and the par value will change to $0.0025 per share. No fractional Class A Ordinary Shares will be issued in connection with the Reverse Share Split, and any fractional shares of Class A Ordinary Shares resulting from the Reverse Share Split will be rounded up at the beneficial holder level.

The Company’s transfer agent, Transhare Corporation, will serve as the exchange agent for the Reverse Share Split. Registered stockholders holding pre-Reverse Share Split ordinary shares of the Company’s electronically in book-entry form are not required to take any action to receive post- reverse-split shares. Those stockholders who hold their shares in brokerage accounts or in “street name” will have their positions automatically adjusted to reflect the Reverse Share Split, subject to each brokers’ particular processes, and will not be required to take any action in connection with the Reverse Share Split.

About Intercont (Cayman) Limited

Intercont (Cayman) Limited is a global shipping enterprise with plans for seaborne pulping operations. Under a visionary management team, Intercont is dedicated to providing customers with efficient and environmentally friendly transportation solutions through innovative business models and technology. For more information, please visit: https://www.intercontcayman.com.

Forward-Looking Statement

This press release contains statements of a forward-looking nature. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and the completion of the initial public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the registration statement filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

Contact information:

investorrelations@intercontcayman.com

+65 88182399

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 PRESS RELEASE 10.1 KB