Onfolio Holdings files proxy for Nov. 5, 2026 special meeting to authorize up to 1-for-250 reverse stock split

Proposal 1 seeks Board authority to effect one or more reverse stock splits at an aggregate ratio of up to 1-for-250, with the specific ratio and timing selected by the Board without further stockholder approval.

Stated motive is the Nasdaq Capital Market $1.00 minimum bid price requirement under Listing Rule 5550(a)(2); the common stock would continue to trade under symbol "ONFO" with a new CUSIP after any split.

The reverse split would not change the 300,000,000 authorized shares of common stock, the $0.001 par value, or the authorized preferred stock; it would only reduce shares outstanding.

Onfolio already completed a 1-for-50 reverse stock split effective August 10, 2026, and 2,499,248 shares of common stock were outstanding as of the September 23, 2026 record date.

No fractional shares will be issued: stockholders entitled to a fractional interest will have their holdings rounded up to the next whole share, with no cash paid in lieu.

The Special Meeting is virtual on November 5, 2026 at 10:00 A.M. ET; pre-registration at the webcast URL is required by 10:00 A.M. ET on November 4, 2026.

Proposal 1 requires affirmative votes exceeding votes cast against under DGCL Section 242(d)(2); abstentions and broker non-votes have no effect. Proposal 2 (adjournment authorization) is contingent and requires a majority of shares present or represented.