Nukkleus Announces Reverse Stock Split Shares Will Begin Trading on a Split-Adjusted Basis on October 24, 2024

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Jersey City, New Jersey, Oct. 22, 2024 (GLOBE NEWSWIRE) -- Nukkleus, Inc. (NASDAQ: NUKK), a FinTech and financial services company, today announced that it will effect a 1-for-8 reverse split of the issued shares of its common stock, effective at 12:01 a.m. Eastern Time on October 24, 2024. The Company's common stock will begin trading on a reverse stock split-adjusted basis at the opening of the market on Thursday, October 24, 2024. Following the reverse stock split, the Company’s common stock will continue to trade on The Nasdaq Global Market under the symbol “NUKK” with the new CUSIP number 67054R203.

Nukkleus is implementing the reverse stock split with the objective of regaining compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market. The Company has until November 4, 2024 to demonstrate compliance with this requirement. To demonstrate compliance, the closing bid price of Nukkleus’ common stock must be at least $1.00 per share for a minimum of ten consecutive business days. The Company filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the reverse stock split.

As a result of the reverse stock split, every eight (8) shares of the Company’s common stock issued and outstanding or held by the Company in treasury stock will automatically be combined and reclassified into one share of common stock. No fractional shares will be issued as a result of the reverse stock split. Stockholders who would otherwise be entitled to receive a fractional share will receive an additional fraction of a share of common stock to round up to the next whole share. The reverse stock split will affect all stockholders uniformly and will not alter any stockholder’s percentage ownership interest or any stockholder’s proportionate voting power, except for immaterial adjustments that may result from the treatment of fractional shares. There will be no change in the number of authorized shares of common stock or the par value per share of the common stock as a result of the reverse stock split. Separately, at the annual meeting held on October 11, 2024, the Company’s shareholders voted to increase the authorized shares of common stock from 40 million to 150 million.

The reverse stock split will reduce the number of issued and outstanding shares of the Company’s common stock from approximately 16.9 million shares to approximately 2.1 million shares.

The number of shares available for issuance under the Company’s equity incentive plans and the number of shares issuable pursuant to each outstanding equity award immediately prior to the reverse stock split will be reduced proportionately at the same ratio as the reverse stock split, and the exercise price for each outstanding stock option will be increased in inverse proportion to the reverse stock split ratio.