Bluejay Diagnostics BJDX

Bluejay Diagnostics implements 1-for-4 reverse stock split

Item 3.03 Changes shareholder rights, Item 5.03 Amends charter or bylaws, Item 5.07 Shareholder vote results

Form
8-K
Filed
Importance
Major
  1. Reverse stock split effective November 3, 2026
  2. Shares reduced from 4,468,051 to 1,117,013
  3. No fractional shares issued, cash payments for fractional shares
  4. Equity awards and warrants adjusted proportionally

Written from the 8-K on EDGAR. Check the filing before you rely on it.

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The reading, claim by claim

  1. The filing incorporates information from Item 5.03 regarding a reverse stock split.
  2. The company implemented a 1-for-4 reverse stock split, effective November 3, 2026.
  3. This reduced the number of outstanding shares from 4,468,051 to approximately 1,117,013 shares.

3 of 4 claims matched the filing text.

Not found in the filing text

  • The split was finalized after the company filed a certificate of amendment with the Delaware Secretary of State on October 30, 2026.

For perspective, checked against its own source

From the 10-Q for the quarter ended June 30, 2026

  • The company's 10-Q for the quarter ended June 30, 2026, showed a net loss of $2.3 million.

From the filing

Item 3.03 Material Modification to Rights of Security Holders.

Item 5.03 Amendments

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

At the Annual Meeting of Stockholders of Bluejay

Diagnostics, Inc. (the "Company") held on June 9, 2026, the stockholders of the Company approved an amendment to the Company's

Amended and Restated Certificate of Incorporation (the "Charter") to implement a reverse stock split of the Company's common stock, par value $0.0001 per share, at several fixed ratios between 1-for-2 and 1-for-20, with the final ratio to be determined by the Company's Board of Directors (the "Board").

On October 30, 2026, the Company filed a certificate of amendment to the Charter (the "Certificate of Amendment") with the Secretary of State of the State of Delaware, to implement a 1-for-4 reverse split of the Company's common stock (the "Reverse Stock Split"), which 1-for-4 ratio was selected and approved by the Board.2 2The Reverse Stock Split became effective as of 12:01 a.m.2 2(Eastern time) on November 3, 20262, and the Company's common stock began trading on The Nasdaq Capital Market on a post-split basis at the open of trading on November 3, 2026 with a new CUSIP number, 095633707. The trading symbol for the Company's common stock remains "BJDX."

As a result of the Reverse Stock Split, every four (4) issued and outstanding shares of the Company's common stock, par value $0.0001, was converted into one (1) share of common stock, par value $0.0001, reducing the number of issued and outstanding shares of the Company's common stock from 4,468,051 shares to approximately 1,117,013 shares3 (and reducing the number of shares of the Company's common stock issuable upon the exercise of prefunded warrants from 222,581 to 55,646). The Company's transfer agent, Continental Stock Transfer & Trust Company ("Continental"), is providing instructions to stockholders of record regarding the process of exchanging shares.

The Reverse Stock Split did not alter the par value of the Company's common stock or modify any voting rights

Item 5.07 Submission

Item 5.07 Submission of Matters to a Vote of Security Holders.

To the extent required by Item 5.07 of Form 8-K, the information regarding the Reverse Stock Split (as defined herein) contained in Item 5.03 of this Current Report on Form 8-K is incorporated by reference herein.

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