Rubico Inc. (NASDAQ: RUBI) wins approval for broad reverse split range

Rhea-AI Filing Summary

Rubico Inc. has a prospectus supplement updating its existing registration statement covering up to 50,000,000 common shares. The supplement incorporates information from a recent report describing shareholder actions.

At a special meeting on July 9, 2026, shareholders approved amendments to the Amended and Restated Articles of Incorporation to permit one or more reverse stock splits of the company’s common shares at a cumulative exchange ratio between one-for-two and one-for-250. The board of directors has sole discretion over whether to implement any reverse split, as well as its specific timing and ratio, provided any such reverse split is implemented on or before January 15, 2027. The Form 6-K containing these details is incorporated by reference into both the company’s F-1 registration and its Form F-3.

Key Figures

Registered common shares: 50,000,000 common shares Reverse split minimum ratio: one-for-two Reverse split maximum ratio: one-for-250 +2 more

5 metrics

Registered common shares 50,000,000 common shares Maximum number of common shares referenced in the updated prospectus

Reverse split minimum ratio one-for-two Lower bound of shareholder-approved cumulative exchange ratio

Reverse split maximum ratio one-for-250 Upper bound of shareholder-approved cumulative exchange ratio

Special meeting date July 9, 2026 Date shareholders approved the reverse stock split authorization

Reverse split implementation deadline January 15, 2027 Latest date by which any approved reverse split must be implemented

Key Terms

reverse stock splits, Amended and Restated Articles of Incorporation, foreign private issuer, Form 6-K

4 terms

reverse stock splits financial

"to effect one or more reverse stock splits of the shares of the Company’s common stock"

A reverse stock split is when a company combines multiple existing shares into fewer higher-priced shares—like trading four small slices of a pie for one larger slice. It doesn’t change the overall value of an investor’s holdings immediately, but it raises the per-share price and can matter to investors because it can affect market perception, stock exchange listing eligibility, and trading liquidity, and it changes share counts used in investor metrics.

Amended and Restated Articles of Incorporation regulatory

"amendments to the Company’s Amended and Restated Articles of Incorporation to effect one or more reverse stock splits"

A company's amended and restated articles of incorporation are an updated, single-version legal document that replaces its original founding papers to reflect changes in the company’s basic rules—like its capital structure, classes of stock, voting rights, or board arrangements. Investors care because these updates can change who controls the company, how dividends or profits are shared, or whether existing shares are diluted; think of it as an updated blueprint that can alter ownership and value.

foreign private issuer regulatory

"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

Form 6-K regulatory

"information contained in the Company’s Report on Form 6-K, furnished to the U.S. Securities and Exchange Commission"

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.

Offering Details

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Offering

Offering Type shelf

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Available on EDGAR 07/10/2026 - 04:14 PM Accepted by SEC EDGAR 07/10/2026 - 04:12 PM Learn about SEC filing dates

FAQ

What does Rubico Inc. (RUBI) register in this prospectus supplement?

Rubico Inc. updates a prospectus covering up to 50,000,000 common shares. The supplement adds information from a Form 6-K about shareholder approval of potential reverse stock splits.

What reverse stock split range did Rubico Inc. (RUBI) shareholders approve?

Shareholders approved a reverse stock split range from one-for-two to one-for-250. The board may choose any specific ratio within this range at its discretion.

By when must any Rubico Inc. (RUBI) reverse stock split be implemented?

Any reverse stock split must be implemented on or before January 15, 2027. The board of directors controls whether to proceed and the exact timing within this window.

What corporate document will Rubico Inc. (RUBI) amend for a reverse split?

Any reverse stock split would be effected through amendments to Rubico Inc.’s Amended and Restated Articles of Incorporation, filed with the Registrar of Corporations of the Republic of the Marshall Islands.

How is Rubico Inc. (RUBI) using the Form 6-K in its securities offerings?

Rubico Inc. is incorporating the Form 6-K by reference into its Form F-1 and Form F-3 registration statements, so those registrations now reflect the reverse stock split authorization.

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-295199

Registration No. 333-297277

PROSPECTUS SUPPLEMENT NO. 3

(TO PROSPECTUS DATED MAY 1, 2026)

Up to 50,000,000 Common Shares 

RUBICO INC.

This is a supplement (the “Prospectus Supplement”) to the prospectus, dated May 1, 2026 (as supplemented or amended from time to time, the “Prospectus”) of Rubico Inc. (the “Company”), which forms a part of the Company’s Registration Statement on Form F-1 (Registration Nos. 333-295199 and 333-297277), as amended from time to time.

This Prospectus Supplement is being filed to update and supplement the information included in the Prospectus with the information contained in the Company’s Report on Form 6-K, furnished to the U.S. Securities and Exchange Commission (the “Commission”) on July 10, 2026 (the “Form 6-K”). Accordingly, the Form 6-K is attached to this Prospectus Supplement.

This Prospectus Supplement should be read in conjunction with, and delivered with, the Prospectus and is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement supersedes the information contained in the Prospectus.

This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus, including any amendments or supplements to it.

Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 10 of the Prospectus for a discussion of information that should be considered in connection with an investment in our securities.

Neither the Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is July 10, 2026.

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 July 2026

Commission File Number: 001-42684

RUBICO INC. (Translation of registrant’s name into English)

20 Iouliou Kaisara Str

19002, Paiania

Athens – Greece

(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 ☐

On July 9, 2026, Rubico Inc. (the “Company”) held a Special Meeting of Shareholders (the “Special Meeting”). At the Special Meeting, the shareholders of the Company approved and adopted a proposal to approve one or more amendments to the Company’s Amended and Restated Articles of Incorporation to effect one or more reverse stock splits of the shares of the Company’s common stock issued and outstanding at the time of the reverse split at a cumulative exchange ratio of between one-for-two and one-for-250, inclusive, with the Company’s board of directors (including any duly constituted committee thereof, the “Board”) to determine, in its sole discretion, whether to implement any reverse stock split, as well as the specific timing and ratio, within such approved range of ratios, and to authorize the Board to implement any such reverse stock split by filing any such amendment with the Registrar of Corporations of the Republic of the Marshall Islands; provided that any such reverse stock split or splits are implemented on or before January 15, 2027.

The information contained in this Report is hereby incorporated by reference into the Company’s registration statement on Form F-3 (File No. 333-297207).

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.

	RUBICO INC.
	(Registrant)
	By:	/s/ Nikolaos Papastratis
	Name:	Nikolaos Papastratis
	Title:	Chief Financial Officer

Date: July 10, 2026