Transportation and Logistics Systems (TLSS) wins approval for 5,000-for-1 reverse split
Rhea-AI Filing Summary
Transportation and Logistics Systems, Inc. held a special stockholder meeting on August 11, 2026, conducted virtually. As of the June 11, 2026 record date, there were 5,889,437,474 common shares and 110,424 Series J Senior Convertible Preferred shares outstanding, with each preferred share entitled to 100,000 votes, for a total of 16,931,837,474 votes eligible to be cast.
Stockholders approved an amendment to effect a 5,000-for-1 reverse stock split of issued and outstanding common stock, with 9,610,239,283 votes for, 852,596,155 against, and 1,158,955 abstentions. They also approved a proposal allowing adjournment of the meeting to solicit additional proxies if needed. A quorum was reached with 10,463,994,393 votes present, approximately 61.80% of votes entitled to be cast.
The reverse stock split will become effective only after, among other steps, receipt of FINRA approval for processing and the filing of a certificate of amendment with the Nevada Secretary of State.
Positive
- None.
Negative
- None.
8-K Event Classification
Item 5.07 — Submission of Matters to a Vote of Security Holders
1 item
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Key Figures
Common shares outstanding: 5,889,437,474 shares
Series J Preferred shares outstanding: 110,424 shares
Total votes entitled: 16,931,837,474 votes
+5 more
8 metrics
Common shares outstanding
5,889,437,474 shares
Common stock issued and outstanding as of June 11, 2026 record date
Series J Preferred shares outstanding
110,424 shares
Series J Senior Convertible Preferred Stock outstanding as of June 11, 2026
Total votes entitled
16,931,837,474 votes
Aggregate votes entitled to be cast at the special meeting
Votes present (quorum)
10,463,994,393 votes
Votes present or represented by proxy, about 61.80% of entitled votes
Reverse split ratio
5,000-for-1
Approved ratio for reverse stock split of issued and outstanding common stock
Proposal 1 votes for
9,610,239,283 votes
Votes cast in favor of reverse stock split amendment
Proposal 1 votes against
852,596,155 votes
Votes cast against reverse stock split amendment
Proposal 2 votes for
9,600,169,766 votes
Votes cast in favor of adjournment proposal
Key Terms
reverse stock split, Series J Senior Convertible Preferred Stock, quorum, Broker Non-Votes, +1 more
5 terms
reverse stock split financial
"to effect a reverse stock split of the Company’s issued and outstanding shares"
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.
Series J Senior Convertible Preferred Stock financial
"and 110,424 shares of the Company’s Series J Senior Convertible Preferred Stock"
quorum financial
"were present in person or represented by proxy at the Special Meeting, which constituted a quorum"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
Broker Non-Votes financial
"Abstain | | | Broker Non-Votes | ---------------------------------------------------------------"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
Financial Industry Regulatory Authority regulatory
"the Company has obtained approval from the Financial Industry Regulatory Authority"
A financial industry regulatory authority is an official body that sets and enforces rules for banks, brokerages, exchanges and other financial firms, acting like a referee or traffic system to keep markets orderly and safe. For investors it matters because the authority’s oversight, licensing, investigations and rule changes affect market fairness, company risk and the reliability of financial information, which can influence investment value and confidence.
FAQ
What did TLSS stockholders approve at the August 11, 2026 special meeting?
Stockholders approved an amendment for a 5,000-for-1 reverse stock split of issued and outstanding common stock and a proposal permitting adjournment of the special meeting to solicit additional proxies if necessary.
How many Transportation and Logistics Systems (TLSS) votes supported the reverse split?
The reverse split received 9,610,239,283 votes for, 852,596,155 votes against, and 1,158,955 abstentions, with 0 broker non-votes recorded on this proposal.
What was the quorum and participation level at the TLSS special meeting?
A total of 10,463,994,393 votes were present in person or by proxy, representing approximately 61.80% of the 16,931,837,474 votes entitled to be cast, which constituted a quorum.
What are the voting rights of TLSS Series J Senior Convertible Preferred Stock?
Each share of TLSS Series J Senior Convertible Preferred Stock was entitled to 100,000 votes, voting together with common stock as a single class at the special meeting held on August 11, 2026.
Is the TLSS 5,000-for-1 reverse stock split already effective?
The reverse stock split is not yet effective. It will become effective only after FINRA approves processing and a certificate of amendment is filed with the Nevada Secretary of State.
AI-generated analysis. How Rhea-AI works. Not financial advice.
