Beneficient to Execute 1‑for‑8 Reverse Stock Split to Restore Nasdaq Bid‑Price Compliance

BENF
December 12, 2025

Beneficient (NASDAQ: BENF) will combine every eight shares of its Class A and Class B common stock into one, a 1‑for‑8 reverse split that will take effect on the market open of December 15, 2025. The move is intended to lift the per‑share price above Nasdaq’s $1 minimum bid‑price requirement and preserve the company’s listing status.

The reverse split will reduce the number of Class A shares outstanding from roughly 110.8 million to 13.8 million and proportionally cut the authorized share count from 5 billion to 625 million. The company’s CUSIP will change to 08178Q507 as part of the transaction.

Beneficient’s shareholders approved the split on December 1, 2025, and the company has already filed the necessary paperwork with Nasdaq. The effective date of December 15 follows the standard 10‑day window required for such regulatory actions, giving the market time to adjust to the new share structure.

The reverse split comes amid ongoing liquidity and capital‑raising challenges. Beneficient has a standby equity purchase agreement with YA II PN, LTD. that allows it to sell up to $250 million of Class A shares, a tool the company has relied on to shore up cash. The company’s recent financial statements show negative earnings and a high debt‑to‑equity ratio, underscoring the need for a compliant share price to support future financing efforts.

Investors have reacted cautiously, focusing on the company’s persistent financial distress and the fact that the reverse split is a procedural fix rather than a cure for underlying profitability issues. The Nasdaq compliance requirement remains the primary driver of the split, while the broader financial health concerns shape market sentiment.

The reverse split will keep Beneficient listed on Nasdaq, preserving access to capital markets and maintaining investor confidence. However, the company must still address its liquidity constraints and negative earnings to avoid future compliance risks and to position itself for sustainable growth.

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