Big Tree Cloud Holdings Limited (NASDAQ: DSY) announced on February 11 2026 that shareholders had approved a 1‑for‑20 share consolidation and a new dual‑class share structure at an extraordinary general meeting held on January 30 2026. The consolidation will reduce the number of ordinary shares outstanding by a factor of twenty, with any fractional shares rounded up to the next whole share.
The company stated that the consolidation was originally scheduled to take effect on February 12 2026, but that date has been postponed. A new effective date will be announced at a later time, leaving the timing of the reverse split uncertain for investors and regulators.
Under the new dual‑class structure, the company will issue 20 million Class A ordinary shares and 5 million Class B ordinary shares, each with a par value of US$0.002. All issued Class B shares are held by Ploutos Group Limited, giving that entity concentrated voting control while maintaining a public float of Class A shares.
Chairman and Co‑CEO Wenquan Zhu said the capital‑structure changes “are designed to support the next phase of growth for Big Tree Cloud. The share consolidation aims to establish a stronger market position for our stock, and the dual‑class structure provides our management team with the stability needed to execute our long‑term vision and strategy, focusing on driving innovation and sustainable value for all stakeholders.” He added that the company is actively expanding its AI business, citing deep insights into technological trends and the future of the industry.
Financially, Big Tree Cloud has been operating with negative margins and declining revenue growth. The company has received Nasdaq deficiency notices for falling below minimum market‑value and publicly held‑share thresholds, with a compliance period extended until June 29 2026. The share consolidation and dual‑class structure are part of a broader effort to strengthen the company’s capital base and address listing requirements while positioning the firm for future AI‑driven growth.
The postponement of the effective date introduces timing uncertainty, but the structural changes signal management’s intent to consolidate ownership, improve governance, and create a more resilient platform for long‑term expansion into AI‑powered personal‑care solutions. Investors will likely view the move as a step toward aligning management incentives with shareholder interests, even as the company continues to navigate financial headwinds and regulatory compliance challenges.
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