Nogin implements 1-for-20 reverse stock split to comply with Nasdaq minimum bid price

Nogin, Inc.

Reverse stock split effective 5:00 p.m. EDT on March 28, 2023; every 20 shares become 1 share.
Common stock begins trading on split-adjusted basis March 29 under symbol NOGN, new CUSIP 65528N204.
No fractional shares issued; cash paid in lieu based on closing price on effective date.
Warrants adjusted: public/private placement exercise price becomes $230.00; PIPE warrants become $0.20.
Split intended to meet Nasdaq Global minimum bid price listing requirement.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Nogin, Inc.: Filed a Certificate of Amendment to effect a 1-for-20 reverse stock split of common stock (effective 2023-03-28).

Change: charter amendment
Effective: 2023-03-28

Exact text from the filing

On March 28, 2023, Nogin, Inc. (the “Company” or “Nogin”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation (the “Charter Amendment”) to effect a 1-for-20 reverse stock split of the Company’s common stock (the “Reverse Stock Split”), effective as of 5:00 p.m. Eastern Daylight Time on March 28, 2023.

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Source: SEC EDGAR

accession 0001193125-23-082154

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