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  4. [8-K] OLENOX INDUSTRIES INC. Reports Material Event

Olenox Industries enacts 1-for-10 reverse stock split

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Olenox Industries Inc. approved a change to its charter to carry out a reverse stock split of its common stock. Effective 12:01 a.m. Eastern Time on May 8, 2026, the company implemented a one-for-ten reverse stock split of its issued and outstanding common shares.

Every 10 shares of common stock were automatically reclassified into one share. The company did not issue fractional shares; instead, any fractional amounts were rounded up so each affected stockholder received the nearest whole share.

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Insights

Olenox executed a 1-for-10 reverse split that changes share count but not overall value.

Olenox Industries Inc. amended its certificate of incorporation to effect a one-for-ten reverse stock split of issued and outstanding common stock, effective at 12:01 a.m. Eastern Time on May 8, 2026. This consolidates every 10 existing shares into one share.

The reverse split leaves a stockholder’s proportional ownership unchanged in economic terms, but reduces the number of shares outstanding and typically increases the trading price per share mechanically. Fractional shares are avoided by rounding up to the nearest whole share, slightly benefiting holders who would otherwise receive fractions.

The change became effective immediately upon the Delaware filing’s effective time. Future company disclosures may provide updated figures for shares outstanding and any related effects on per-share metrics after the reverse stock split.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Reverse split ratio 1-for-10 Reverse stock split of issued and outstanding common stock
Effective time 12:01 a.m. Eastern Time Effective time of reverse stock split on May 8, 2026
Effective date May 8, 2026 Date reverse stock split became effective in Delaware
reverse stock split financial
"Pursuant to the Amendment, the Company effected a one-for-ten (1-for-10) reverse stock split"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
Certificate of Amendment regulatory
"filed with the Secretary of State of the State of Delaware a Certificate of Amendment"
A certificate of amendment is an official filing that updates a company’s founding documents—its legal “rulebook” that sets share structure, voting rules, name and basic purpose. Think of it like changing the blueprint of a building: small changes are paperwork, big ones can alter who owns how much and who controls decisions. Investors watch these filings because they can affect share counts, voting power, dilution and company value.
Amended and Restated Certificate of Incorporation regulatory
"Certificate of Amendment to its Amended and Restated Certificate of Incorporation"
A company’s amended and restated certificate of incorporation is an updated version of its foundational legal charter that replaces the older document and folds in all changes into one clear copy; it spells out corporate structure, classes of stock, shareholder rights and key governance rules. Investors care because it can change who controls the company, how votes are counted, what claims shareholders have on assets or dividends, and can introduce or remove protections against takeovers—like updating a house title after a major renovation to show who owns what and under what rules.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

What did Olenox Industries Inc. (OLOX) announce in this 8-K filing?
Olenox Industries Inc. reported that it amended its certificate of incorporation to implement a one-for-ten reverse stock split of its issued and outstanding common stock, effective May 8, 2026, consolidating every 10 existing shares into one share while adjusting fractional shares by rounding up.

What is the ratio of the Olenox (OLOX) reverse stock split?
The reverse stock split for Olenox Industries Inc. is one-for-ten. This means every 10 issued and outstanding shares of common stock were automatically reclassified into one share, reducing the total share count while keeping each investor’s overall economic ownership proportionally the same.

When did the Olenox Industries (OLOX) reverse stock split become effective?
The Olenox Industries Inc. reverse stock split became effective at 12:01 a.m. Eastern Time on May 8, 2026. From that moment, issued and outstanding common shares were consolidated on a one-for-ten basis under the amended certificate of incorporation filed in Delaware.

How did Olenox (OLOX) handle fractional shares in the reverse split?
Olenox Industries Inc. did not issue fractional shares in the one-for-ten reverse split. Instead, any stockholder who would have been entitled to a fractional share received shares rounded up to the nearest whole share, slightly increasing their final whole-share count.

Did Olenox Industries (OLOX) change its corporate jurisdiction in this filing?
No, Olenox Industries Inc. remained a Delaware corporation. The filing describes a Certificate of Amendment to its existing Amended and Restated Certificate of Incorporation, used specifically to implement the one-for-ten reverse stock split of its common stock, without altering its state of incorporation.

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false --12-31 0001023994 0001023994 2026-05-07 2026-05-07 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): May 7, 2026

 

OLENOX INDUSTRIES INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   001-38037   95-4463937
(State or Other Jurisdiction
of Incorporation)		   (Commission File Number)   (I.R.S. Employer
Identification Number)

 

1207, Building C N FM 3083 Rd E

Conroe, TX 77304

(Address of Principal Executive Offices, Zip Code)

 

Not Applicable 

(Former name or former address, if changed since last report.)

 

Registrant’s telephone number, including area code: 646-240-4235

 

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:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Common Stock, par value $0.01   SGBX   The Nasdaq Stock Market LLC

 

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).

 

Emerging growth company ☐

 

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. ☐

 

 

 

 

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On May 7, 2026, Olenox Industries Inc., a Delaware corporation (the “Company”), filed with the Secretary of State of the State of Delaware a Certificate of Amendment to its Amended and Restated Certificate of Incorporation (the “Amendment”). The Amendment became effective as of 12:01 a.m. Eastern Time on May 8, 2026.

 

Pursuant to the Amendment, the Company effected a one-for-ten (1-for-10) reverse stock split (the “Reverse Stock Split”) of its issued and outstanding shares of common stock, par value $0.01 per share. At the effective time of the Reverse Stock Split, every 10 shares of the Company’s issued and outstanding common stock were automatically reclassified into one share of common stock. No fractional shares were issued in connection with the Reverse Stock Split. Instead, stockholders who would otherwise be entitled to receive a fractional share received the number of shares of common stock rounded up to the nearest whole share.

 

The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Certificate of Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit
Number		   Description
3.1   Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Safe & Green Holdings Corp., filed with the Secretary of State of the State of Delaware on May 7, 2026.
104  

Cover Page Interactive Data File (embedded within the inline XBRL document)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  OLENOX INDUSTRIES INC.
   
Dated: 5/7/2026 By: /s/ Michael McLaren
    Name:  Michael McLaren
    Title: Chief Executive Officer

 

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Source: View Original Filing on SEC EDGAR

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