Trident Digital Tech Holdings Ltd plans to terminate its American depositary share (ADS) program and implement a 240-for-1 consolidation of its ordinary shares to align its capital structure with a direct Nasdaq listing. The company will terminate the amended and restated Deposit Agreement with Citibank, N.A., effective July 16, 2026, resulting in the mandatory exchange of all outstanding ADSs for underlying Class B ordinary shares. Following the exchange, Class B ordinary shares are anticipated to trade directly on the Nasdaq Capital Market under the 'TDTH' ticker. The restructuring is designed to simplify ownership and prevent the ADS conversion process from creating an artificial expansion of the Nasdaq trading share count that could be perceived as shareholder dilution.

The company emphasized that it is not issuing approximately 1.1 billion additional Nasdaq-traded shares as part of this process. Historically, one ADS represented 240 underlying Class B ordinary shares. To maintain consistency between the company's Nasdaq trading structure and its underlying share capital, Trident intends to implement the 240-for-1 share consolidation immediately following the completion of the mandatory ADS exchange process. The consolidation will convert every 240 existing ordinary shares with a par value of US$0.00001 into one ordinary share with a par value of US$0.0024.

Shareholders will vote on the proposals during an extraordinary general meeting on July 8, 2026. The meeting will address the redesignation of the company's share capital, an increase in authorized share capital, and the proposed share consolidation. Subject to shareholder approval and completion of the ADS termination process, the mandatory exchange of ADSs and corresponding share consolidation are expected to become effective on or about July 16, 2026.

Strategic Growth Initiatives

Management views the transition as a strategic capital structure realignment to support expansion across artificial intelligence, sovereign digital identity infrastructure, cybersecurity, and digital commerce ecosystems. The company is advancing its strategic relationship with Digital Innovations Group (DIG) to support the deployment of the IRMA artificial intelligence platform across Asia-Pacific markets. In Africa, Trident is progressing the RDC-PASS national digital identity ecosystem in the Democratic Republic of Congo and a digital tax formalization platform in Ghana supporting the onboarding of more than 530,000 micro, small, and medium-sized enterprises.

Key Corporate Actions