ROCKWELL MEDICAL, INC.
For the period ended Apr 30, 2026. Filed Apr 30, 2026.
View on SEC.govAbout this filing
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.
Apr 30, 2026 · Filed Apr 30, 2026
Use the contents to explore the available documents and sections.
Contents
Effect of the Reverse Stock Split
If the Reverse Stock Split Amendment is approved by our stockholders and the Board elects to effect the Reverse Stock Split, the number of outstanding shares of common stock will be reduced in proportion to the ratio of the split chosen by the Board. As of the effective time of the Reverse Stock Split, we would also adjust and proportionately decrease the number of shares of our common stock reserved for issuance upon exercise of, and adjust and proportionately increase the exercise price of, all options and warrants and other rights to acquire our common stock. In addition, as of the effective time of the Reverse Stock Split, we would adjust and proportionately decrease the total number of shares of our common stock that may be the subject of future grants under our stock plans.
The Reverse Stock Split would be effected simultaneously for all outstanding shares of our common stock. The Reverse Stock Split would affect all of our stockholders uniformly and would not change any stockholder’s percentage ownership interest in the Company, except to the extent that the Reverse Stock Split results in any of our stockholders owning fractional shares.
Assuming Reverse Stock Split ratios of 1-for-2, 1-for-5 and 1-for-10, which reflect the low end, middle end and high end of the range that our stockholders are being asked to approve, the following table sets forth (i) the number of shares of our common stock that would be issued and outstanding, (ii) the number of shares of our common stock that would be reserved for issuance pursuant to outstanding options, warrants and restricted stock units, and (iii) the weighted-average exercise price of outstanding options and warrants, each giving effect to the Reverse Stock Split and based on shares outstanding as of April 16, 2026.
| Before ReverseStock Split | Reverse StockSplit Ratio of1-for-2 | Reverse StockSplit Ratio of1-for-5 | Reverse StockSplit Ratio of1-for-10 | |
|---|---|---|---|---|
| Number of Shares of Common Stock Issued and Outstanding | 39,405,302 | 19,702,651 | 7,881,060 | 3,940,530 |
| Number of Shares of Common Stock Reserved for Issuance Pursuant to Outstanding Options, Warrants and Restricted Stock Units | 8,974,863 | 4,487,432 | 1,794,973 | 897,486 |
| Weighted-Average Exercise Price of Outstanding Options and Warrants | $3.88 | $7.76 | $19.40 | $38.80 |
| Number of Unissued and Unreserved Shares of Common Stock Available for Issuance | 121,619,835 | 145,809,918 | 160,323,967 | 165,161,984 |
If the Board does not implement the Reverse Stock Split prior to the 2027 Annual Meeting of Stockholders, the authority granted in this proposal to implement the Reverse Stock Split would terminate.
Our directors and executive officers have no substantial interests, directly or indirectly, in the matters set forth in this proposal, except to the extent of their ownership in shares of our common stock and securities convertible or exercisable for our common stock, which shares and securities would be subject to the same proportionate adjustment in accordance with the terms of the Reverse Stock Split as all other outstanding shares of our common stock and securities convertible into or exercisable for our common stock.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.