8-K: Fly-E Group Implements 20-for-1 Reverse Stock Split

Fly-E Group, Inc. will effect a 20-to-1 reverse stock split of its common stock, effective November 4, 2025, to maintain Nasdaq listing compliance.

Summary

• Shareholders approved an amendment to the Certificate of Incorporation to effect a reverse stock split by a ratio in a range of 1-for-2 to 1-for-20.
• The Board of Directors fixed the reverse stock split ratio at 20-to-1 on October 24, 2025.
• A Certificate of Amendment was filed with the Secretary of State of Delaware on October 27, 2025, which will become effective at 9:00 a.m. ET on November 4, 2025.
• Every twenty shares of common stock will be combined into one share of common stock.
• The total number of issued and outstanding ordinary shares will be reduced from 32,647,030 shares to 1,632,352 shares.
• Shareholders entitled to fractional shares will automatically have their shares rounded up to the nearest whole number.
• Trading of the common stock on The Nasdaq Capital Market on a split-adjusted basis is expected to begin on November 4, 2025, under the symbol FLYE.
• A new CUSIP number (343927307) has been issued for the new common stock.

Sentiment

Score: 3

Explanation: A reverse stock split is generally viewed as a defensive measure to maintain stock exchange listing requirements, typically indicating a low stock price and potential underlying challenges. While it prevents immediate delisting, it does not inherently improve the company's operational or financial performance and can be viewed negatively by investors.

Negatives

• Reverse stock splits are often indicative of a low stock price, potentially signaling underlying operational or financial challenges.
• Can lead to negative investor perception and reduced liquidity, as the action does not fundamentally improve the company's value.

Future Outlook

Trading of the common stock on The Nasdaq Capital Market on a split-adjusted basis is expected to begin on November 4, 2025.

Industry Context

Reverse stock splits are frequently undertaken by companies to increase their per-share stock price, often to meet minimum bid price requirements for continued listing on exchanges like Nasdaq, thereby avoiding delisting. This action aims to improve the stock's marketability and perception, though it does not change the company's fundamental value.

Corporate Governance

Stakeholder Impact

• Shareholders will hold fewer shares, but each share will have a proportionally higher price. Fractional shares will be rounded up to the nearest whole number.
• The action aims to maintain compliance with Nasdaq listing requirements, potentially preventing delisting.

Next Steps

• Shareholders will be notified by the Company's transfer agent, VStock Transfer LLC, regarding the process for exchanging existing share certificates representing pre-split shares.
• Trading of the Company's common stock on a split-adjusted basis is expected to begin on November 4, 2025.

Key Dates

Recommendation

The reverse stock split is a technical corporate action primarily aimed at maintaining Nasdaq listing compliance by increasing the per-share price. While it addresses a critical listing requirement, it does not fundamentally alter the company's intrinsic value or operational performance. Investors should hold to observe if this action stabilizes the stock and if the company can demonstrate improved fundamentals in subsequent reports. A 'sell' would be premature without further negative developments, and a 'buy' is not warranted as the action itself is often a sign of underlying weakness.

Keywords

Reverse Stock Split, FLYE, Nasdaq, Corporate Action, Share Consolidation, Stock Split, Certificate of Amendment, Common Stock