Origin Materials Inc.
03/10/2026 | Press release | Distributed by Public on 03/10/2026 15:25
Material Event (Form 8-K)
Item 8.01 Other Events.
On March 4, 2026, the Board of Directors of Origin Materials, Inc., a Delaware corporation (the "Company"), approved the filing with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company's Certificate of Incorporation (the "Amendment"), to effect a one-for-thirty (1:30) reverse stock split of its outstanding common stock, effective as of 5:00 p.m. eastern time on March 19, 2026 (the "Reverse Stock Split"). A series of alternate amendments to effect the Reverse Stock Split was approved by the Company's stockholders at the Special Meeting of Stockholders held on February 17, 2026, and the specific one-for-thirty (1:30) ratio was subsequently approved by the Company's Board of Directors on March 4, 2026.
The Amendment provides that at the effective time of the Reverse Stock Split, every 30 shares of the Company's issued and outstanding common stock will be automatically converted into one issued and outstanding share of common stock, without any change in par value per share. As of March 4, 2026, the Company had 162,675,959 shares of common stock issued and outstanding, which upon the effectiveness of the Reverse Stock Split will be reclassified and combined into approximately 5,422,532 shares. The Reverse Stock Split will affect all shares of the Company's common stock outstanding immediately prior to the effective time of the Reverse Stock Split, as well as the number of shares of common stock available for issuance under the Company's equity incentive plans and employee stock purchase plan. In addition, the Reverse Stock Split will effect a reduction in the number of shares of common stock issuable upon the exercise of stock options, restricted stock units and warrants outstanding immediately prior to the effectiveness of the Reverse Stock Split with a corresponding increase in the exercise price per share applicable to such stock options. No fractional shares will be issued because of the Reverse Stock Split. If as a result of the Reverse Split, a stockholder would otherwise hold a fractional share, one full share of common stock will be issued in lieu of issuing any such fractional share.
The Company's common stock is expected to begin trading on the Nasdaq Capital Market on a split-adjusted basis when the market opens on March 20, 2026 under the existing ticker symbol "ORGN". The new CUSIP number for the common stock following the Reverse Stock Split is 68622D205. The par value per share of the common stock will remain unchanged at $0.0001.
The Company's publicly traded warrants will continue to trade on the Nasdaq Capital Market under the symbol "ORGNW" with an exercise price of $11.50; however, warrant holders will need to exercise 30 warrants for an aggregate exercise price of $345.00 to receive one share of common stock. No fractional shares will be issued upon the exercise of the warrants.
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