Key Highlights

  • Enlivex called an extraordinary general meeting for October 14, 2026 to vote on a single proposal, a 1-for-16 reverse split.
  • The proxy statement says shares have traded below US$1.00 on every trading day from September 10, 2026.
  • October 21, 2026 is the date by which the shares would have been below US$1.00 for 30 consecutive trading days.
  • Holders of record on October 5, 2026 may vote, and 19,908,591 ordinary shares were outstanding on September 29.

Enlivex Ltd. (NASDAQ:ENLV) has called an Extraordinary General Meeting of shareholders for October 14, 2026 to vote on a single proposal: a 1-for-16 reverse split of its ordinary shares. The Israeli company, whose shares trade on Nasdaq under the symbol ENLV and on the Tel Aviv Stock Exchange, furnished the notice and proxy statement on a Form 6-K filed September 29, 2026.

The stated purpose is to keep the company in compliance with Nasdaq's US$1.00 minimum bid price requirement.

The Meeting and the Proposal

The proxy statement, filed as Exhibit 99.1, sets the meeting for Wednesday, October 14, 2026 at 10:00 a.m. Israel time at 14 Einstein Street, Ness Ziona, Israel. Shareholders of record at the close of Business on October 5, 2026 are entitled to vote. As of September 29, 2026 there were 19,908,591 ordinary shares outstanding. Dividing that figure by 16, as the proxy statement does, implies roughly 1,244,287 shares outstanding after the split. The proposal would also amend the company's Articles of Association, and authorized Share Capital would be reduced proportionately.

Approval requires "the affirmative vote of a majority of the ordinary shares represented at the Meeting, whether in person or by proxy, and voting on the proposal (excluding abstentions)." For the initial meeting, a quorum is two or more shareholders holding at least 25% of the voting rights; if the meeting is adjourned, any two shareholders present in person or by proxy constitute a quorum. The Board of Directors "unanimously recommends that you vote 'FOR'" the proposal.

The Nasdaq Bid Price Requirement

The proxy statement says Enlivex's shares have traded below US$1.00 on every trading day from September 10, 2026 through the date of the document. It gives October 21, 2026 as the date by which the shares would have been below US$1.00 for 30 consecutive trading days. If that condition persists through October 21, the document says Nasdaq will issue a delisting determination, though the company would be able to appeal to a Nasdaq Hearings Panel. The reverse split is intended to lift the per-share price above the threshold and, according to the document, to increase the appeal of the shares to institutional investors.

Under the proxy statement, exercise prices and share quantities under outstanding Options and warrants would be adjusted according to the terms of those instruments and the company's plans. Fractional shares would not be issued; instead, "All fractional shares will be rounded up to the nearest whole ordinary share." A new CUSIP number would be assigned to the ordinary shares, and old certificates would need to be exchanged.

How to Vote

Shareholders may vote in person at the meeting, by returning a proxy card by mail, or by telephone or internet under the instructions in the proxy materials. The deadline for proxy submission is October 11, 2026 at 10:00 a.m. Israel time. The filing also lists October 6, 2026 as the last date for Shareholder proposals for the meeting. Exhibit 99.2 is the form of proxy card.

Enlivex's October 14 Vote and the October 21 Bid Price Date

The key date is October 14, 2026, when shareholders vote. A result should be reported in a later filing, and if the proposal passes the company would then need to set an effective date for the split and announce the new CUSIP and exchange details. The company's own timeline points to October 21, 2026 as the date on which the 30-trading-day period would be complete if the shares remain below US$1.00. If the bid price stays below US$1.00 through that date, the proxy statement says Nasdaq will issue a delisting determination, which the company could appeal to a Hearings Panel.