Fractyl Health, Inc. stockholders approved a reverse stock split at a ratio ranging from 1-for-5 to 1-for-15, with the specific ratio to be determined by the company's Board of Directors in its sole discretion. The company reported this outcome on September 24, 2026, following its Special Meeting of Stockholders.
Of the 159,179,848 shares of common stock outstanding as of the August 21, 2026 record date, 111,987,852 shares were represented at the meeting. This attendance represented approximately 70.35% of the voting power of the common stock entitled to vote. The company, which trades under the ticker symbol GUTS on the Nasdaq Global Market, is a Delaware corporation with its principal executive offices in Burlington, Massachusetts.
The proposal authorized a series of alternate amendments to the company's Amended and Restated Certificate of Incorporation to effect the reverse split at the option of the Board of Directors. The board retains the authority to select any ratio within the approved range. The filing was signed by Harith Rajagopalan, M.D., Ph.D., who serves as Co-Founder, Chief Executive Officer and Director of Fractyl Health.
The vote results for the proposal were as follows:
| Votes For | Votes Against | Abstentions |
|---|---|---|
| 102,476,581 | 9,319,450 | 191,821 |
Based on these votes, the Reverse Stock Split was approved by the company's stockholders. The filing indicates that Fractyl Health is an emerging growth company as defined in Rule 405 of the Securities Act of 1934 or Rule 12b-2 of the Securities Exchange Act of 1934. The company has not elected to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.