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Twin Vee PowerCats (NASDAQ: VEEE) enacts 1-for-37 reverse stock split

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

Rhea-AI Filing Summary

Twin Vee PowerCats Co. is implementing a 1-for-37 reverse stock split of its common stock to take effect at 12:01 a.m. Eastern Time on May 4, 2026. After that time, every 37 existing shares will automatically be combined into one share, with no change to par value.

The company expects its shares to begin trading on a split-adjusted basis on the Nasdaq Capital Market on May 4, 2026 under the same ticker, “VEEE.” The reverse split is intended to help the company regain compliance with Nasdaq’s minimum bid price requirement and will proportionately adjust outstanding equity awards and warrants. Fractional shares will be rounded up to the nearest whole share.

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Insights

Twin Vee is using a large reverse split mainly to address Nasdaq listing rules.

Twin Vee PowerCats Co. is executing a 1-for-37 reverse stock split, consolidating every 37 existing common shares into one. The company states this move is intended to regain compliance with the Nasdaq Capital Market’s minimum bid price requirement, which focuses on maintaining a sufficient share price.

The split will affect all common stockholders uniformly, aside from rounding up fractional positions to whole shares. It also triggers proportional adjustments to shares available under equity incentive plans and to outstanding options and warrants. Future company filings may clarify whether the split, together with market trading, successfully restores and maintains bid price compliance over time.

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 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Reverse split ratio 1-for-37 Ratio for Twin Vee common stock consolidation
Effective time 12:01 a.m. Eastern Time Reverse split effective on May 4, 2026
Pre-split outstanding shares approximately 19.6 million shares Common stock outstanding before reverse split
Post-split outstanding shares approximately 0.5 million shares Common stock outstanding after reverse split, before fractional adjustments
Listing venue Nasdaq Capital Market VEEE continues trading on a split-adjusted basis
Preferred stock authorization 10,000,000 shares Authorized preferred stock unaffected by reverse split
reverse stock split financial
"approved a 1-for-37 reverse stock split of the Company’s issued and outstanding common stock"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
minimum bid price requirement regulatory
"to regain compliance with the minimum bid price requirement for maintaining the listing"
A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.
Nasdaq Capital Market market
"trading on a split-adjusted basis beginning on The Nasdaq Capital Market"
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.
equity incentive plans financial
"proportionately adjust the number of shares available under the Company’s equity incentive plans"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
exchange agent financial
"Equiniti Trust Company LLC is acting as the exchange agent for the reverse stock split"
An exchange agent is a third party appointed to handle the practical steps when securities are being swapped, such as during mergers, tender offers, or restructurings. Think of it as a trusted post office that collects old shares, verifies ownership, completes required paperwork and regulatory filings, and delivers the new shares or cash to investors; its efficiency and accuracy affect how quickly and safely investors receive the value they're owed.
Understanding 8-K Material Events →
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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): April 30, 2026

 

Twin Vee PowerCats Co.

(Exact name of registrant as specified in its charter)

 

Nevada   001-40623   27-1417610
(State or other jurisdiction
of incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 

3101 S. US-1

Ft. Pierce, Florida 34982

(Address of principal executive offices)

 

(772) 429-2525

(Registrant’s telephone number, including area code)

 

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 (see General Instruction A.2. below):

 

☐ 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 $0.001 per share   VEEE   The Nasdaq Stock Market LLC
(The Nasdaq Capital Market)

 

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 April 30, 2026, Twin Vee PowerCats Co. (the “Company”) filed a Certificate of Change with the Nevada Secretary of State (the “Certificate of Change”) to amend its Articles of Incorporation to effect a 1-for-37 reverse stock split of the Company’s authorized shares of common stock, par value $0.001 per share (the “Common Stock”), accompanied by a corresponding decrease in the Company’s issued and outstanding shares of Common Stock (the “Reverse Stock Split”), effective as of 12:01 a.m. Eastern Time on May 4, 2026 (the “Effective Time”), pursuant to Nevada Revised Statutes (“NRS”) 78.207.

 

On April 10, 2026, the board of directors of the Company (the “Board”) approved the Reverse Stock Split by unanimous written consent. Since the Reverse Stock Split was effectuated pursuant to NRS 78.207 by a proportionate decrease in both the authorized and issued and outstanding shares of the entire class, no stockholder approval of the Reverse Stock Split is required under the NRS. After the Effective Time, it is expected the Common Stock will begin trading under the existing trading symbol “VEEE” on the Nasdaq Capital Market on a reverse split-adjusted basis when the market opens on May 4, 2026. At the Effective Time, every 37 shares of Common Stock issued and outstanding will be automatically converted into one issued and outstanding share of Common Stock, and the total number of shares of Common Stock authorized for issuance under the Articles of Incorporation will be reduced by a corresponding proportion from approximately 19.6 million shares to approximately 0.5 million shares.

 

In addition, as a result of the Reverse Stock Split, proportionate adjustments will be made to the number of shares of Common Stock underlying the Company’s outstanding equity awards and warrants. The total number of shares of the Company’s preferred stock, par value $0.001 per share, authorized for issuance under the Articles of Incorporation will remain at 10,000,000.

 

No fractional shares will be issued in connection with the Reverse Stock Split. Stockholders who would otherwise be entitled to receive fractional shares as a result of the Reverse Stock Split will be entitled to have such fractional shares rounded up to the nearest whole share and, as such, any stockholder who otherwise would have held a fractional share after giving effect to the Reverse Stock Split will instead hold one whole share of the post-Reverse Stock Split Common Stock after giving effect to the Reverse Stock Split. No cash or other consideration will be paid in connection with any fractional shares that would otherwise have resulted from the Reverse Stock Split. Banks, brokers or other nominees are instructed to effect the Reverse Stock Split for their beneficial holders holding shares of our Common Stock in “street name”; however, these banks, brokers or other nominees may apply their own specific procedures for processing the Reverse Stock Split. Equiniti Trust Company LLC, the Company’s transfer agent, is acting as the exchange agent for the Reverse Stock Split and will provide instructions to stockholders of record regarding the process for exchanging shares.

 

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

 

Item 8.01 Other Events.

 

On April 30, 2026, the Company issued a press release announcing the Reverse Stock Split. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.   Description
3.1   Certificate of Change filed with the Secretary of State of the State of Nevada on April 30, 2026
99.1   Press Release dated April 30, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

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.

 

Date: April 30, 2026 TWIN VEE POWERCATS CO.
(Registrant)
   
  By: /s/ Joseph Visconti
  Name: Joseph Visconti
  Title: Chief Executive Officer, Interim Chief Financial Officer and President

 

 

 

 

EXHIBIT 99.1

 

Twin Vee PowerCats Co. Announces Reverse Stock Split to Regain Compliance with Nasdaq’s Bid Price Requirement

 

FORT PIERCE, FL / ACCESSWIRE / April 30, 2026 — Twin Vee PowerCats Co. (Nasdaq:VEEE),(“Twin Vee” or the “Company”), a manufacturer, distributor, and marketer of power sport boats, today announced that its Board of Directors has approved a 1-for-37 reverse stock split of the Company’s issued and outstanding common stock. The reverse stock split is expected to become effective at 12:01 a.m. Eastern Time on May 4, 2026, with trading on a split-adjusted basis beginning on The Nasdaq Capital Market upon the commencement of trading on Monday, May 4, 2026 under the Company’s existing ticker symbol, “VEEE.”

 

At the effective time, every 37 shares of Twin Vee’s issued and outstanding common stock will automatically be combined into one share of common stock. The reverse stock split will reduce the number of shares of the Company’s outstanding common stock from approximately 19.6 million shares to approximately 0.5 million shares, subject to adjustment for fractional shares. Also as a result of the reverse stock split, the number of the Company’s authorized shares of common stock will be reduced from 500.0 million shares to approximately 13.5 million shares. The par value and other terms of the Company’s common stock are not affected by the reverse stock split. The number of the authorized shares and other terms of the Company’s preferred stock under the Company’s articles of incorporation will not be reduced in connection with the reverse stock split.

 

The Board determined that implementing the reverse split at this time is appropriate to regain compliance with the minimum bid price requirement for maintaining the listing of the Company’s common stock on The Nasdaq Capital Market and to broaden potential investor interest.

 

No fractional shares will be issued in connection with the reverse stock split. Any fractional shares of common stock resulting from the reverse stock split will be rounded up to the nearest whole share. The reverse stock split will affect all stockholders uniformly and will not alter any stockholder’s percentage ownership interest in the Company, except for adjustments related to fractional shares. The reverse split will also proportionately adjust the number of shares available under the Company’s equity incentive plans and the exercise price and number of shares underlying outstanding stock options, warrants, and other equity awards, in each case in accordance with their terms.

 

Equiniti Trust Company LLC is acting as the exchange agent for the reverse stock split. Stockholders holding shares in book-entry form or through a brokerage account will have their positions automatically adjusted to reflect the reverse stock split and will not be required to take any action. The new CUSIP number for the Company’s common stock following the reverse stock split will be 90177C 309.

 

About Twin Vee PowerCats Co.

 

Twin Vee PowerCats Co. manufactures a range of boats under the Twin Vee and Bahama Boat Works brands, designed for activities including fishing, cruising, and recreational use. Twin Vee PowerCats are recognized for their stable, fuel-efficient, and smooth-riding catamaran hull designs. Twin Vee is one of the most recognizable brand names in the catamaran sport boat category and is known as the “Best Riding Boats on the Water™.” Bahama Boat Works is an iconic luxury brand long celebrated for its unmatched craftsmanship, timeless aesthetic, and dedication to producing some of the finest offshore fishing vessels.

 

The Company is located in Fort Pierce, Florida, and has been building and selling boats for 30 years.

 

Learn more at twinvee.com and bahamaboatworks.com.

 

 

 

Forward-Looking Statements

 

This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “may,” “continue,” “predict,” “potential,” “project” and similar expressions that are intended to identify forward-looking statements and include statements regarding the timing and occurrence of the reverse stock split as well as regaining compliance with the minimum bid price requirement.

 

These forward-looking statements are based on management’s expectations and assumptions as of the date of this press release and are subject to a number of risks and uncertainties, many of which are difficult to predict that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations include, among others, the timing and receipt of necessary approvals for the Company to implement the reverse stock split and regain compliance with the minimum bid price requirement, and the risk factors described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, the Company’s Quarterly Reports on Form 10-Q, the Company’s Current Reports on Form 8-K and subsequent filings with the SEC. The information in this release is provided only as of the date of this release, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events, except as required by law.

 

Contact:

 

Glenn Sonoda
investor@twinvee.com

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What reverse stock split did Twin Vee PowerCats (VEEE) approve?

Twin Vee PowerCats approved a 1-for-37 reverse stock split of its common stock. Every 37 existing shares will be automatically combined into one share, while maintaining the same par value and uniformly affecting all common stockholders, aside from rounding up fractional shares to whole shares.

When will the Twin Vee PowerCats (VEEE) reverse stock split take effect?

The reverse stock split will become effective at 12:01 a.m. Eastern Time on May 4, 2026. Trading in Twin Vee’s common stock on a split-adjusted basis is expected to begin on the Nasdaq Capital Market when the market opens that same day under ticker symbol VEEE.

How does the Twin Vee (VEEE) reverse stock split affect outstanding shares?

At the effective time, every 37 shares of Twin Vee’s issued and outstanding common stock will be automatically combined into one share. The company states this will reduce its outstanding common stock from approximately 19.6 million shares to approximately 0.5 million shares, before fractional adjustments.

Why is Twin Vee PowerCats conducting a reverse stock split?

Twin Vee’s board determined that implementing the reverse stock split is appropriate to regain compliance with Nasdaq’s minimum bid price requirement. The company also notes a goal of broadening potential investor interest by adjusting the share price through consolidating its common stock at the 1-for-37 ratio.

How will fractional shares be handled in the Twin Vee reverse stock split?

Twin Vee will not issue fractional shares in the reverse stock split. Instead, any stockholder otherwise entitled to a fractional share will have that amount rounded up to the nearest whole share, and no cash or other consideration will be paid for eliminated fractional interests.

What happens to Twin Vee (VEEE) options, warrants, and equity plans after the split?

The reverse stock split will proportionately adjust the number of shares underlying Twin Vee’s outstanding equity awards and warrants. It will also adjust the number of shares available under the company’s equity incentive plans and the exercise prices, consistent with the 1-for-37 consolidation terms described in the disclosure.

Filing Exhibits & Attachments

6 documents

Press Releases

Other Documents