Check-Cap Announces Share Consolidation Plan
Check-Cap Ltd., based in Israel, has announced a significant restructuring of its stock through a 1-for-7 reverse share split. The Board of Directors approved the move on July 31, 2026, and shareholders approved it at the Annual General Meeting on November 14, 2025. The split will reduce the number of shares by consolidating every seven outstanding shares into one. The new CUSIP number will be M6S83C106. The shares will trade under the same NASDAQ ticker symbol MBAI, in a split-adjusted format starting August 12, 2026. The reduction in shares will bring the total from approximately 9,463,062 to 1,351,866.
The reverse share split will consolidate every seven shares into one, streamlining the capital structure and potentially improving the Company’s market capitalization and investor appeal. Fractional shares will be rounded up to the nearest whole share, and no investor will receive partial shares. The process will be seamless and automatic for most shareholders. Equiniti Trust Company, LLC, has been appointed as the transfer and exchange agent to manage the split. The Company clarified this is not an offer to sell or solicit purchase of securities in any jurisdiction where it would be unlawful. A registration statement has been filed with the SEC but remains inactive until regulatory approvals are complete. Until then, no securities can be sold or offers accepted. The SEC or any state securities commission has not evaluated or endorsed these securities.
No action required for existing shareholders
Registered shareholders need not take action to receive their new shares. For those holding shares through brokerage firms, the split will automatically reflect in their accounts. Equiniti Trust Company will handle all administrative tasks, including updating records. This approach ensures a smooth transition with minimal disruption for investors.
Forward-looking guidance and key disclosures
The Company provided further information about the reverse split in multiple Form 6-K filings with the SEC in September, November 2025, and early November 2025. These reports are publicly accessible via the SEC’s official website, www.sec.gov. The Company also issued a cautionary statement about forward-looking content. These statements, including those related to the split’s impact and future direction, are based on current assumptions but subject to risks and uncertainties. Key risks include the timing of the merger with MBody AI, integration challenges, customer concentration, and the enforceability of provisional patents. Market conditions and eligibility for Form F-3 filings may also affect outcomes. The Company is not obligated to update these statements unless required by law.
Check-Cap is undergoing a strategic transformation through its merger with MBody AI, aiming to become a leader in embodied artificial intelligence. This merger is expected to expand the company’s presence in healthcare, commercial real estate, and data centers. Forward-looking statements highlight the confidence in future growth and the potential for the merger to drive innovation across diverse industries.
The Company also acknowledged risks in its transformation strategy. These include the possibility that the merger might not occur on schedule, or at all, and that MBody AI’s provisional patents may not be issued. Integration challenges and evolving market conditions may significantly impact outcomes. The Company remains committed to transparency and will provide market updates as developments occur.
Check-Cap highlighted its strategic transformation through its pending merger with MBody AI, which is expected to position the company as a public leader in embodied artificial intelligence. The combined entity aims to deliver AI-powered orchestration for robotic applications across hospitality, gaming, commercial real estate, healthcare, and data center operations. This merger will expand its technological offerings and enhance its presence in automation-driven markets.
The Company’s vision is to become a leader in enterprise AI solutions by leveraging MBody AI’s capabilities. It plans to offer adaptable AI systems tailored to industry-specific needs, driving innovation in sectors reliant on automation and intelligent decision-making.