2025-13479NoticeWallet

Emerald Exchange Echoes Endless Equity Adjustment

Published Date: 7/18/2025

Notice

Summary

Miami International Holdings, Inc., the parent company of MIAX Emerald, is making a change to its official company papers to do a reverse stock split. This means they’re combining shares to reduce the total number but increase the value of each share. This change is effective immediately and mainly affects shareholders, with no direct cost impact announced.

Analyzed Economic Effects

4 provisions identified: 1 benefits, 1 costs, 2 mixed.

Two-for-One Reverse Stock Split

Miami International Holdings is effecting a reverse stock split where each two (2) shares of Common Stock, Nonvoting Common Stock, and Series B Preferred Stock outstanding will be combined into one (1) share. The Reverse Stock Split is operative upon filing (filed July 10, 2025) and the par value per share will remain $0.001.

Authorized Shares Not Changed — Potential Dilution

The Corporation is not changing the number of shares it is authorized to issue; after the Reverse Stock Split it could issue more capital stock without amending the authorized amount, which the filing states could impact current shareholders' holdings in relation to the number of shares outstanding.

Fractional Shares Rounded Up

Any fractional shares that would otherwise result from the Reverse Stock Split will be rounded up to the nearest whole share. Outstanding awards under the Corporation's equity incentive plans will be adjusted in accordance with the terms of those plans.

Ownership and Voting Limits Retained

The New Certificate of Incorporation will retain ownership limits: no Person may own more than forty percent (40%) of any class of capital stock, Exchange Members (and their Related Persons) may not own more than twenty percent (20%) of any class of capital stock, and no Person may vote more than twenty percent (20%) of the voting power. A Person seeking to exceed limits must provide written notice at least forty-five (45) days (or shorter period with Board consent) before proposed ownership.

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Key Dates

Effective Date
Published Date
7/10/2025
7/18/2025

Department and Agencies

Department
Independent Agency
Agency
Securities and Exchange Commission
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