American Bitcoin Sets Reverse Stock Split as Sub-$1 Nasdaq Risk Builds

American Bitcoin (NASDAQ: ABTC) Corp. said its 1-for-15 reverse stock split will take effect after the market closes on Thursday, a move aimed at lifting its share price above the $1 threshold watched under Nasdaq’s minimum bid rule.

The Miami-based bitcoin accumulation and mining company announced on Wednesday that the reverse split will become effective at 5 p.m. New York time on July 2. Its Class A common stock is expected to begin trading on a split-adjusted basis on the Nasdaq Capital Market under the same ticker, ABTC, when the market opens on July 6. The company’s new CUSIP number will be 02462A 203.

The move comes as American Bitcoin’s stock has remained below $1 for most of June. The shares closed at exactly $1 on June 2 and then fell below that level on June 3. They had closed below $1 for 19 consecutive trading sessions through June 30 and were trading around 68 cents on Wednesday, July 1.

That put American Bitcoin within sight of Nasdaq’s minimum bid deficiency trigger, though the company has not disclosed receiving a formal Nasdaq warning. Nasdaq generally issues a deficiency notice when a listed company’s shares close below $1 for 30 consecutive business days. After a notice, companies typically receive an initial 180-day period to regain compliance by closing at or above $1 for at least 10 consecutive business days.

American Bitcoin said the reverse split is primarily intended to increase the per-share price of its common stock, particularly its Nasdaq-listed Class A shares, to maintain compliance with Nasdaq’s minimum bid price requirement.

Under the split, every 15 issued and outstanding shares of American Bitcoin’s Class A common stock and Class B common stock will automatically be reclassified into one share of the same class. The company said it has no Class C shares outstanding.

The transaction will reduce American Bitcoin’s issued shares from about 1.09 billion to roughly 73 million. That includes a reduction in Class A shares from about 360.1 million to about 24 million and Class B shares from about 732.2 million to about 49 million, subject to adjustments for fractional shares. The split will not change the number of authorized shares or the par value of each class.

No fractional shares will be issued. Shareholders who would otherwise receive fractional shares will instead receive a cash payment through Continental Stock Transfer & Trust Co., the company’s transfer agent.

The split was approved by shareholders at American Bitcoin’s annual meeting on June 22, when investors authorized a reverse split ratio within a range of 1-for-5 to 1-for-40. The company’s board subsequently approved the 1-for-15 ratio.

Reverse splits are often used by companies with low share prices to regain or preserve exchange compliance. The action does not by itself change a company’s market value, but mechanically raises the per-share price while reducing the number of shares outstanding. Based on American Bitcoin’s recent price near 68 cents, a 1-for-15 split would imply a split-adjusted share price of about $10.20 before accounting for any subsequent market movement.

American Bitcoin became public through the merger of Hut 8 (NASDAQ: HUT)-backed American Data Centers with Gryphon Digital Mining. The company has positioned itself as a bitcoin accumulation platform that combines self-mining operations with a treasury strategy.

The reverse split follows similar pressure across parts of the bitcoin mining sector, where several smaller or lower-priced mining-related stocks have faced exchange-listing concerns despite broader investor interest in miners with large power portfolios and potential AI data center conversion opportunities.

Unlike companies that have already disclosed formal exchange deficiency notices, American Bitcoin’s move appears preemptive. Its stock had not yet reached the 30-consecutive-business-day threshold as of June 30, but the reverse split is scheduled before that streak could extend much further.