8-K: FOXO Technologies Enacts 1-for-1.99 Reverse Stock Split

FOXO Technologies Inc. has implemented a 1-for-1.99 reverse stock split, effective July 27, 2025, with post-split trading commencing July 28, 2025.

Summary

• FOXO Technologies Inc. amended its Second Amended and Restated Certificate of Incorporation to effect a 1-for-1.99 reverse stock split.
• Every 1.99 shares of Class A Common Stock were combined into one issued and outstanding share.
• The par value per share of $0.0001 remained unchanged.
• The reverse stock split became effective at 4:01 p.m., Eastern Time, on July 27, 2025.
• Trading on a post-split basis began on July 28, 2025, under the new CUSIP number 351471 503.
• No fractional shares are outstanding; holders of fractional shares were rounded up to the next whole number.

Sentiment

Score: 4

Explanation: The filing reports a corporate action (reverse stock split) which is often a response to a low share price, indicating underlying challenges, though the action itself can help maintain exchange listing compliance.

Future Outlook

No forward-looking statements or guidance were provided in this filing.

Industry Context

Reverse stock splits are common corporate actions often undertaken by companies to increase their per-share stock price, potentially to meet minimum bid price requirements for continued listing on exchanges like the NYSE American, or to improve market perception.

Corporate Governance

Stakeholder Impact

• Shareholders will see their number of shares reduced by a factor of 1.99, with fractional shares rounded up, which may slightly alter individual holdings.

Key Dates

Keywords

FOXO Technologies, Reverse Stock Split, Stock Split, Corporate Action, NYSE American, Class A Common Stock, 8-K Filing