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AMERICAN REBEL HOLDINGS INC

For the period ended Jun 1, 2026. Filed Jun 2, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 1, 2026 · Filed Jun 2, 2026

AREB$0.31-9.0%Stored close · as of Jul 8, 2026
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Contents

PROPOSAL 4. THE REVERSE STOCK SPLIT(S) PROPOSAL

Our Board has approved, and is recommending that our stockholders approve, proposed amendments to our Second Amended and Restated Articles of Incorporation (the “Articles”) to effect reverse stock splits (“Reverse Stock Splits”, each a “Reverse Stock Split”) of all of the issued and outstanding shares of our Common Stock at a ratio for each Reverse Stock Split of between one-for-two (1:2) and one-for-one hundred (1:100) (inclusive), with such ratio to be determined at the sole discretion of our Board and with such Reverse Stock Splits to be effected at such time and date, if at all, as determined by our Board in its sole discretion at any time within the following twelve months. The text of the proposed form of Certificate of Amendment to our Articles (the “Certificate of Amendment”) to effect a Reverse Stock Split is attached asAppendix A to this Proxy Statement. However, the text of the proposed Certificate of Amendment is subject to revision to include such changes as may be required by the Secretary of State of the State of Nevada and as our Board deems necessary or advisable to effect the proposed amendment of our Articles.

This approval would be in addition to the current reverse stock split of up to 1-for-250 approved by a majority of our stockholders via written consent on April 8, 2026, which may be implemented on or after May 11, 2026.

By approving this proposal, stockholders will approve one amendment or a series of amendments to our Articles pursuant to which any whole number of outstanding shares between and including two and one hundred would be combined into one share of our Common Stock, and authorize our Board to file only one such amendment, as determined by our Board in the manner described herein, and to abandon each amendment not selected by the Board. Our Board believes that stockholder approval of amendments granting our Board this discretion, rather than approval of a specified stock split ratio, provides our Board with maximum flexibility to react to then-current market conditions and, therefore, is in the best interests of the Company and its stockholders. Our Board may effect one or more Reverse Stock Splits as a result of this authorization at any time within the twelve months following the approval of a Reverse Stock Splits at this meeting. Our Board may also elect not to do any Reverse Stock Splits. Reverse Stock Splits will take effect, if at all, only after being (i) approved by the affirmative vote of a majority of the shares of outstanding Common Stock entitled to vote on the matter, (ii) deemed by the Board to be in the best interests of the Company and its stockholders, and (iii) after filing an amendment to our Articles with the Secretary of State of the State of Nevada. If the Certificate of Amendment is filed with the Secretary of State of the State of Nevada, the Certificate of Amendment will effect a Reverse Stock Split by reducing the outstanding number of shares of the Common Stock by the ratio to be determined by the Board, but will not increase the par value of the Common Stock, and will not change the number of authorized shares of the Common Stock. If the Board does not implement any approved Reverse Stock Splits prior to the one-year anniversary of this meeting, the Board will seek stockholder approval before implementing any Reverse Stock Split after that time.

You should keep in mind that the implementation of a reverse stock split does not have an effect on the intrinsic value of our business or your proportional ownership in it. You should also consider that in many cases, the market price of our Common Stock may decline following a reverse stock split.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.