- T3 Defense Inc. (NASDAQ:DFNS) ("T3 Defense" or the "Company"), a defense company that acquires and operates mission-critical defense businesses, today announced that its Board of Directors approved a 1-for-125 reverse stock split (the "Reverse Stock Split") of the Company’s common stock, par value $0.0001 per share ("Common Stock"), that is expected to become effective at 12:01 a.m. on Monday, July 20, 2026 (the "Effective Date"). Given the recent stock activity, the T3 Board of Directors determined to significantly increase the ratio from the 1-for-50 disclosed on the Current Report on Form 8-K filed by the Company with the SEC.

T3 Defense expects that its Common Stock will open for trading on the Nasdaq Capital Market on a reverse split-adjusted basis on July 20, 2026 under the existing trading symbol "DFNS". The new CUSIP number for the Common Stock following the Reverse Stock Split will be 67054R 302.

The Reverse Stock Split was approved by the Company’s Board of Directors under authority granted by the Company’s stockholders at a special meeting held on June 24, 2026. The Company will file an amendment to its Amended and Restated Certificate of Incorporation to implement the Reverse Stock Split as of the Effective Time. The Reverse Stock Split is intended to, among other things, increase the per share trading price of the Common Stock to satisfy the minimum bid price requirement for continued listing on the Nasdaq Capital Market. Stockholders will not need to take any action with respect to the reverse stock split.

At the Effective Date of the Reverse Stock Split, every 125 shares of Common Stock outstanding and held of record by each stockholder of the Company will be automatically reclassified into one new share of Common Stock, reducing the number of shares of Common Stock issued and outstanding from approximately 139.8 million to approximately 1 million. The amount of authorized Common Stock, as well as the par value for the Common Stock, will not be affected. The shares of Common Stock underlying the Company’s outstanding stock options and warrants will be proportionately adjusted.

The Reverse Stock Split will affect all stockholders uniformly and will not alter any stockholder’s percentage interest in the Company’s equity. No fractional shares will be issued in connection with the Reverse Stock Split. Instead, each fractional share resulting from the Reverse Stock Split will be rounded up to the nearest whole share. The Reverse Stock Split will not alter any stockholder’s percentage ownership interest in T3 Defense.

Continental Stock Transfer & Trust Company is acting as transfer and exchange agent for the Reverse Stock Split. Registered stockholders who hold shares of Common Stock are not required to take any action to receive post-reverse split shares. Stockholders owning shares via a broker, bank, trust or other nominee will have their positions automatically adjusted to reflect the Reverse Stock Split, subject to such broker’s particular processes, and will not be required to take any action in connection with the Reverse Stock Split.