Adagio Medical to Execute 1-for-30 Reverse Stock Split Ahead of Nasdaq Deadline
Key Facts
Adagio Medical Holdings announced it will implement a reverse split of its common stock at a ratio of one share for every 30 outstanding shares, with the amendment to its certificate of incorporation taking effect at 5:00 p.m. Eastern Time on November 6, 2026, according to a company filing with the U.S. Securities and Exchange Commission. The stock will begin trading on a split-adjusted basis at the market open on November 9. The decision comes after the company disclosed in June that Nasdaq had notified it of noncompliance with the minimum bid price requirement, giving it a period to regain compliance. The company said the price had remained below $1.00 per share for 30 consecutive business days before the June 12 notice. The stock closed at $0.0649 on November 6, up 6.39% during the session, according to published market data.
The split converts every 30 outstanding shares into one adjusted share. The company said shareholders’ ownership percentages will not change as a result of the transaction, except for the potential impact on those who end up owning only a fractional share. The company will not issue fractional shares, but will pay cash to shareholders entitled to fractions. The treatment of fractions therefore differs from the basic share conversion: affected shareholders will receive cash instead of a portion of a new share. Nasdaq said the stock’s CUSIP will change in connection with the split to 00534B308.
At a special meeting held on October 23, shareholders had authorized the board to choose a reverse-split ratio ranging from one share for every 10 shares to one share for every 500 shares. The vote on the proposal was 13,762,886 in favor, 819,231 against and 401 abstentions. The company later disclosed that it had selected a ratio of one share for every 30 shares, which it is now implementing. The selected ratio is within the authority approved by shareholders, who delegated the choice to the board within the proposed range. The ratio will take effect for trading at the market open on November 9, according to the company’s filing.
The decision follows a Nasdaq notice the company received in June regarding the minimum bid price rule. The company said at the time that its stock price had been below $1.00 for 30 consecutive business days before the notice issued on June 12, 2026. It said it was evaluating its options to regain compliance and noted that a second 180-day compliance period could be available after December 9, 2026. It also warned that the stock could be delisted if the company failed to meet the relevant requirements. The current compliance period ends on December 9, according to the company’s earlier filing, placing the split before that date among the steps to address the bid price issue.
The split coincides with a strategic review the company announced in September, which it said could include an acquisition, merger or other transaction. The company has not set a timeline for completing the review and has not guaranteed that any transaction will be reached. It also announced a workforce reduction to align its cost structure with the programs it has prioritized. Regarding its financial resources, the company said it had approximately $7.7 million in cash and cash equivalents and investments in marketable securities as of June 30, 2026, based on a preliminary, unaudited amount. The split decision remains separate from the outcome of the strategic review, for which the company has not announced a completion date.
On its medical programs, the company said its premarket approval application for the VCLAS system was submitted to the Food and Drug Administration in May 2026, following submission of the pivotal VULCRUM-VT study results in support of the application. This work is among the programs the company continues to develop as it reviews its strategic options and aligns its costs. The filing does not specify when the FDA will decide on the application. Nor does it set a date for completing the strategic review, which could include options such as an acquisition or merger. The next date specified in the filing related to the stock is the start of split-adjusted trading at the market open on November 9.