Mobix Labs, Inc. filed a Form 8-K on November 13, 2026, disclosing a board-approved 1-for-7 reverse stock split of its Class A common stock, the mutual termination of its merger agreement with Special Project Delivery, Inc., and preliminary financial results for the quarter ended December 31, 2026.

Key Highlights

  • Reverse split approved: The board approved a 1-for-7 reverse stock split of Class A common stock, with stockholder approval obtained at a special meeting held on October 2, 2026.
  • Effective date: The reverse split is expected to take legal effect at 4:00 p.m. Eastern Time on November 16, 2026, with post-split trading expected to begin November 17, 2026.
  • Share count reduction: Outstanding Class A common stock is expected to decrease from approximately 23,646,570 shares to approximately 3,378,082 shares.
  • Merger terminated: On November 12, 2026, Mobix Labs and Special Project Delivery, Inc. mutually agreed to terminate their August 13, 2026 Agreement and Plan of Merger, citing inability to obtain a fairness opinion supporting the transaction.
  • No termination fees: According to the filing, the termination was described as "amicable, with no termination fees payable."
  • Listing compliance purpose: The reverse split is intended to increase the per-share trading price to maintain compliance with Nasdaq's minimum bid price requirement for continued listing.
  • Preliminary results furnished: A press release regarding preliminary results for the three months ended December 31, 2026, was furnished as Exhibit 99.1.

Mobix Labs Details Reverse Split Mechanics and SPD Merger Exit

According to the filing, Mobix Labs (NASDAQ:MOBX) disclosed that its board of directors approved a 1-for-7 reverse stock split of the company's Class A common stock, par value $0.00001 per share. Stockholders approved the split at a special meeting on October 2, 2026. The company disclosed that the split is expected to become legally effective at 4:00 p.m. Eastern Time on November 16, 2026, and that the common stock is expected to begin trading on a post-split adjusted basis on November 17, 2026.

The filing states that every 7 current shares of common stock will automatically convert into one share of common stock, reducing outstanding Class A shares from approximately 23,646,570 to approximately 3,378,082. No fractional shares will be issued; any fractional share will be rounded up to the nearest whole share. The total authorized share count will not be reduced, and proportional adjustments will be made to outstanding stock options, warrants, convertible securities, and shares under the company's stock incentive plans, according to the filing. The company stated the split "is intended to increase the per share trading price of the Company's Class A common stock to enable the Company to maintain compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market."

Separately, the filing disclosed that on November 12, 2026, Mobix Labs and Special Project Delivery, Inc. mutually agreed to terminate their Agreement and Plan of Merger, originally dated August 13, 2026. The termination was effected pursuant to Section 8.1(a) of that agreement, following the parties' inability to obtain a fairness opinion supporting the transaction. The filing notes the parties "remain open to future collaboration." Stockholders holding shares in book-entry form are not required to take any action in connection with the reverse split, and those holding through brokers or nominees will have positions adjusted automatically.

What Was Disclosed

Mobix Labs filed an 8-K on November 13, 2026, covering a 1-for-7 reverse stock split effective November 16, 2026, the mutual termination of a pending merger with Special Project Delivery, Inc. with no fees owed, and the furnishing of a preliminary results press release for the December 31, 2026 quarter.