What share combination did ReTo Eco-Solutions (RETO) approve?

ReTo Eco-Solutions approved a 4‑to‑1 combination of its Class A shares. Every four pre‑combination shares will automatically convert into one new share, reducing the share count while keeping each investor’s overall economic interest unchanged on a proportional basis.

How does the ReTo Eco-Solutions (RETO) share combination affect shares outstanding?

The share combination will reduce issued and outstanding Class A shares from 13,079,201 to approximately 3,269,801. This reflects the 4‑to‑1 ratio, decreasing the number of shares but leaving the company’s overall equity value and each holder’s proportional ownership effectively the same.

Why is ReTo Eco-Solutions (RETO) implementing a share combination?

The company states the share combination is intended to increase the market price per Class A share. A higher per‑share trading price is aimed at helping ReTo maintain compliance with Nasdaq listing requirements, which can include minimum bid price standards for continued listing.

Did ReTo Eco-Solutions (RETO) need shareholder approval for the share combination?

The share combination was approved by ReTo’s board of directors and will not be submitted to shareholders for a vote. The company explains that, under the laws of the British Virgin Islands, shareholder approval is not required for this specific Class A share combination.

Who is handling the exchange of ReTo Eco-Solutions (RETO) share certificates?

VStock Transfer, LLC will act as transfer and exchange agent for the share combination. Holders with physical stock certificates can have them adjusted by surrendering certificates to VStock Transfer, which can provide detailed instructions and support via its listed telephone contact.

ReTo Eco-Solutions (Nasdaq: RETO) enacts 4-for-1 share combination to support listing

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

ReTo Eco-Solutions, Inc. approved a 4‑to‑1 share combination of its Class A shares, meaning every four existing shares will be combined into one new share. The Class A shares will begin trading on a post‑combination basis on May 18, 2026 on Nasdaq.

As a result, issued and outstanding Class A shares will be reduced from 13,079,201 to approximately 3,269,801, without changing their no‑par‑value status. No fractional shares will be issued; holders entitled to a fraction will be rounded up to the next whole share. The combination is intended to increase the market price per share to help the company maintain its Nasdaq listing and does not require shareholder approval under British Virgin Islands law.

Key Figures

Share combination ratio: 4-to-1 Shares outstanding before: 13,079,201 shares Shares outstanding after: ≈3,269,801 shares +3 more

6 metrics

Share combination ratio 4-to-1 Each four pre-combination Class A shares become one share

Shares outstanding before 13,079,201 shares Issued and outstanding Class A shares pre-combination

Shares outstanding after ≈3,269,801 shares Issued and outstanding Class A shares post-combination

Post-combination trading date May 18, 2026 Date Class A shares begin trading on a post-combination basis

Announcement date May 13, 2026 Date of press release announcing the share combination

New CUSIP number G75271406 CUSIP for Class A shares after the share combination

Key Terms

Share Combination, Nasdaq Capital Market, CUSIP number, Form 6-K, +2 more

6 terms

Nasdaq Capital Market financial

"The Class A Shares will continue to trade on the Nasdaq Capital Market (“Nasdaq”)"

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.

CUSIP number financial

"under a new CUSIP number – G75271406"

A CUSIP number is a nine-character code that uniquely identifies a specific U.S. or Canadian stock, bond, or other security, similar to a barcode or a social-security number for a financial instrument. It matters to investors because it removes confusion between similar securities, ensures trades and settlements are applied to the correct issue, and helps locate official documents and transaction records quickly.

Form 6-K regulatory

"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

British Virgin Islands regulatory

"a British Virgin Islands business company (the “Company” or “ReTo”)"

transfer agent financial

"The Company’s transfer agent, VStock Transfer, LLC, will act as the exchange agent."

A transfer agent is a financial service that keeps the official record of who owns a company's shares, handles the buying and selling of those shares on paper or electronically, and issues or cancels stock certificates. Think of it as the company’s records keeper and mailroom combined—investors rely on it to make sure dividends, shareholder mailings, ownership changes, and proxy voting are processed accurately and securely, which protects ownership rights and helps prevent errors or fraud.

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Accepted by SEC EDGAR 05/13/2026 - 04:45 PM

FAQ

When will ReTo Eco-Solutions (RETO) start trading on a post-combination basis?

ReTo Eco-Solutions’ Class A shares will begin trading on a post‑combination basis on May 18, 2026. From that date, the shares will continue on the Nasdaq Capital Market under the symbol RETO, but with the adjusted share count and a new CUSIP number G75271406.

Will ReTo Eco-Solutions (RETO) shareholders receive fractional shares after the combination?

No fractional shares will be issued in the share combination. Investors holding a number of Class A shares not evenly divisible by four will automatically receive an additional whole share, so each holder ends up with only whole shares in their account.

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 May 2026

Commission file number: 001-38307

RETO ECO-SOLUTIONS, INC.

(Registrant’s name)

X-702, 60 Anli Road, Chaoyang District, Beijing

People’s Republic of China 100101

(Address of principal executive office)

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 board of directors of ReTo Eco-Solutions, Inc., a British Virgin Islands business company (the “Company” or “ReTo”), approved a share combination (the “Share Combination”) of the Company’s Class A shares, no par value (the “Class A Shares”), at a ratio of 4-to-1 so that every four shares (or part thereof) are combined into one (1) share (with the fractional shares rounding up to the next whole share). The Class A Shares will begin trading on the Nasdaq Stock Market on a post Share Combination basis on May 18, 2026. There will be no change to the par value of the Class A Shares, which will remain as no par value following the Share Combination. As a result of the Share Combination, the number of issued and outstanding Class A Shares will be reduced from 13,079,201 to approximately 3,269,801.

On May 13, 2026, the Company issued a press release announcing the Share Combination. A copy of the press release is attached hereto as Exhibit 99.1.

INCORPORATION BY REFERENCE

This Form 6-K and the exhibit thereto shall be deemed to be incorporated by reference into each of (i) the registration statement on Form F-3 (File No. 333-282314), of ReTo, (ii) the registration statement on Form S-8, as amended (File No. 333-270355), of ReTo, (iii) the registration statement on Form S-8 (File No. 333-280119), and (iv) the registration statement on Form S-8 (File No. 333-293215) of ReTo and to be a part thereof from the date on which this Form 6-K is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

Number		Description of Exhibit
99.1		Press Release dated May 13, 2026

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	RETO ECO-SOLUTIONS, INC.

	By:	/s/ Xinyang Li
		Xinyang Li
		Chief Executive Officer

Dated: May 13, 2026

Exhibit 99.1

ReTo Eco-Solutions, Inc. Announces Share Combination

BEIJING, CHINA – May 13, 2026 – ReTo Eco-Solutions, Inc. (Nasdaq: RETO) (“ReTo” or the “Company”) today announced that its board of directors approved a combination of its Class A shares, no par value (the “Class A Shares”), on a four-to-one basis (the “Share Combination”). The Class A Shares will begin trading on a post combination basis on May 18, 2026.

As a result of the Share Combination, each four (4) pre-combination Class A Shares will be automatically combined into one (1) Class A Share without any action on the part of the holders, with the number of issued and outstanding Class A Shares reduced from 13,079,201 to approximately 3,269,801. There will be no change to the par value of the Class A Shares, which will remain no par value following the Share Combination. The Class A Shares will continue to trade on the Nasdaq Capital Market (“Nasdaq”) under the symbol “RETO” under a new CUSIP number – G75271406. The Share Combination is intended to increase the market price per share of the Class A Shares to allow the Company to maintain its Nasdaq listing.

No fractional shares will be issued as a result of the Share Combination. Shareholders who otherwise would be entitled to a fractional share because they hold a number of Class A Shares not evenly divisible by four will automatically be entitled to receive an additional share of the Class A Shares.

The Share Combination will not be submitted to a vote of the Company’s shareholders as shareholder approval is not required under the laws of the British Virgin Islands.

The Company’s transfer agent, VStock Transfer, LLC, will act as the exchange agent. Adjustments made to Class A shares represented by physical stock certificates can be made upon surrender of the certificate to the transfer agent. Please contact VStock Transfer, LLC for further information at (212) 828-8436.

About ReTo Eco-Solutions, Inc.

Founded in 1999, ReTo Eco-Solutions, Inc., through its operating subsidiaries in China, is primarily engaged in the research and development, and sales of ecological environment protection equipment, intelligent mining equipment and smart craft beer machines. The Company provides consultation, design, implementation and installation of its equipment and related parts, as well as engineering support and technical advice and services. For more information, please visit: http://en.retoeco.com.

Forward-Looking Statements

This press release contains forward-looking statements. 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. The Company’s actual results may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties. The reports filed by the Company with the Securities and Exchange Commission discuss these and other important factors and risks that may affect the Company’s business, results of operations and financial conditions. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:

ReTo Eco-Solutions, Inc.

Tel: +86-010-64827328

Email: ir@retoeco.com or 310@reit.cc

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

1 document

Press Releases

EX-99.1 PRESS RELEASE DATED MAY 13, 2026 6.6 KB