Calidi Biotherapeutics (CLDI) announces 1:12 reverse share split

Calidi Biotherapeutics (NYSE: CLDI) announced today that it will effect a reverse stock split of its outstanding shares of common stock at a ratio of 1-for-12 (the “Reverse Stock Split”). The Company’s common stock is expected to commence trading on a split-adjusted basis when the NYSE American market opens on August 5, 2025 under the existing symbol of “CLDI.” The new CUSIP number for the Company’s common stock following the Reverse Stock Split will be 320703 408.

The noncompulsory decision to implement this stock split reflects the Company’s aim to optimize market dynamics, broaden investor appeal and accessibility, and align the stock’s trading conditions with the best interests of its investors. The Reverse Stock Split was approved by the Company's stockholders at its annual general meeting of stockholders held on July 9, 2025. On July 11, 2025, the Company's Board of Directors approved the Reverse Stock Split at the ratio of 1-for-12.

Following the effectiveness of the Reverse Stock Split, every twelve (12) pre-split shares of outstanding common stock will become one (1) share of common stock. Stockholders of record who would otherwise be entitled to receive a fractional share will automatically be entitled to the rounding up of the fractional share to the nearest whole share. The Company does not intend to round up fractional shares at the beneficial level and will instead round any such fractional shares up at the participant level. Proportionate adjustments will be made to (i) shares of common stock issuable upon exercise or conversion of all issued and outstanding options, warrants and convertible securities of every kind, in accordance with the terms of each instrument, and (ii) shares outstanding and authorized for issuance under the Company’s equity incentive plan and the employee stock purchase plan, both as amended. The Reverse Stock Split will not affect the par value of the common stock, nor the number of authorized but unissued shares of common stock, nor the Company’s authorized preferred stock.

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