CDT Equity Inc. filed a definitive proxy statement on October 27, 2026, calling a virtual special meeting of stockholders for November 12, 2026, to vote on share issuances tied to senior secured convertible notes and a potential reverse stock split of its common stock.

Key Highlights

  • Meeting date and format: A completely virtual special meeting is scheduled for Thursday, November 12, 2026, at 10:00 a.m. Eastern Time.
  • Record date and shares outstanding: As of October 23, 2026, there were 9,322,805 shares of common stock outstanding and entitled to vote.
  • Proposal No. 1: Stockholders will vote on the issuance of common stock pursuant to senior secured convertible notes and common stock purchase warrants issued to J.J. Astor & Co., for purposes of Nasdaq Listing Rule 5635.
  • Proposal No. 2: The company is seeking approval for one or more reverse stock splits at a ratio ranging from 1-for-2 to 1-for-100, and in the aggregate not more than 1-for-1,000, with the exact ratio to be set by the board of directors in its discretion.
  • Proposal No. 3: Stockholders will also vote on whether to adjourn or postpone the Special Meeting if additional vote solicitation is needed for Proposals 1 and 2.
  • Prior reverse splits: According to the filing, the company has previously effected a number of reverse stock splits, and share counts in the proxy statement have been adjusted retroactively to reflect those splits.
  • Quorum requirement: At least one-third of the voting power of all outstanding shares entitled to vote constitutes a quorum for the meeting.

CDT Equity Seeks Stockholder Approval for Financing and Capital Structure Changes

CDT Equity Inc., a Delaware corporation listed on NASDAQ:CDT and headquartered at 4851 Tamiami Trail North, Suite 200, Naples, FL 34103, filed its definitive proxy statement in connection with a virtual special meeting of stockholders. According to the filing, the proxy is solicited by the company's Board of Directors and was intended to be mailed to stockholders of record on or about October 29, 2026. James Bligh, who serves as Chief Executive Officer, Chief Financial Officer, and Director, signed the notice on behalf of the board.

The central item before stockholders is Proposal No. 1, which asks them to approve the issuance of shares of common stock under Nasdaq Listing Rule 5635. The filing states the shares would be issued pursuant to certain senior secured convertible notes and common stock purchase warrants that have already been issued to J.J. Astor & Co. Approval of this proposal requires the affirmative vote of a majority of the votes cast by holders present virtually or represented by proxy; abstentions and broker non-votes, if any, will have no effect on the outcome, according to the filing.

Proposal No. 2 addresses a potential reverse stock split of the company's issued and outstanding common stock. The filing discloses that the board of directors would have discretion to select a ratio from any whole number between and including 1-for-2 and 1-for-100, provided that the aggregate ratio does not exceed 1-for-1,000. The board would also retain authority to abandon the amendment. The filing notes that CDT Equity has previously effected multiple reverse stock splits, and all share and per-share figures in the proxy statement have been adjusted retroactively to reflect those prior splits unless otherwise noted.

What Was Disclosed

CDT Equity Inc. filed a definitive proxy statement on October 27, 2026, for a virtual special meeting on November 12, 2026. The filing covers three proposals: approving share issuances to J.J. Astor & Co. under Nasdaq rules, authorizing a reverse stock split, and permitting meeting adjournment if needed. As of the October 23, 2026 record date, 9,322,805 shares of common stock were outstanding and entitled to vote.