Form 8-K

8-K — Twin Vee PowerCats, Co.

Accession: 0001731122-26-000632

Filed: 2026-04-30

Period: 2026-04-30

CIK: 0001855509

SIC: 3730 (SHIP & BOAT BUILDING & REPAIRING)

Item: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — e7587_8-k.htm (Primary)

EX-3.1 — EXHIBIT 3.1 (e7587_ex3-1.htm)

EX-99.1 — EXHIBIT 99.1 (e7587_ex99-1.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

April 30, 2026

Twin Vee PowerCats Co.

(Exact name of registrant as specified

in its charter)

Nevada

001-40623

27-1417610

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

3101 S. US-1

Ft. Pierce, Florida 34982

(Address of principal executive

offices)

(772) 429-2525

(Registrant’s telephone number, including

area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously

satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common stock, par value $0.001 per share

VEEE

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

Indicate by check mark whether the registrant is an

emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities

Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark

if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards

provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change

in Fiscal Year.

On April 30, 2026, Twin Vee PowerCats Co. (the “Company”)

filed a Certificate of Change with the Nevada Secretary of State (the “Certificate of Change”) to amend its Articles of Incorporation

to effect a 1-for-37 reverse stock split of the Company’s authorized shares of common stock, par value $0.001 per share (the “Common

Stock”), accompanied by a corresponding decrease in the Company’s issued and outstanding shares of Common Stock (the “Reverse

Stock Split”), effective as of 12:01 a.m. Eastern Time on May 4, 2026 (the “Effective Time”), pursuant to Nevada Revised

Statutes (“NRS”) 78.207.

On April 10, 2026, the board of directors of the Company (the “Board”)

approved the Reverse Stock Split by unanimous written consent. Since the Reverse Stock Split was effectuated pursuant to NRS 78.207 by

a proportionate decrease in both the authorized and issued and outstanding shares of the entire class, no stockholder approval of the

Reverse Stock Split is required under the NRS. After the Effective Time, it is expected the Common Stock will begin trading under the

existing trading symbol “VEEE” on the Nasdaq Capital Market on a reverse split-adjusted basis when the market opens on May

4, 2026. At the Effective Time, every 37 shares of Common Stock issued and outstanding will be automatically converted into one issued

and outstanding share of Common Stock, and the total number of shares of Common Stock authorized for issuance under the Articles of Incorporation

will be reduced by a corresponding proportion from approximately 19.6 million shares to approximately 0.5 million shares.

In addition, as a result of the Reverse Stock Split,

proportionate adjustments will be made to the number of shares of Common Stock underlying the Company’s outstanding equity awards

and warrants. The total number of shares of the Company’s preferred stock, par value $0.001 per share, authorized for issuance under

the Articles of Incorporation will remain at 10,000,000.

No fractional shares will be issued in connection with the Reverse Stock Split.

Stockholders who would otherwise be entitled to receive fractional shares as a result of the Reverse Stock Split will be entitled to have

such fractional shares rounded up to the nearest whole share and, as such, any stockholder who otherwise would have held a fractional

share after giving effect to the Reverse Stock Split will instead hold one whole share of the post-Reverse Stock Split Common Stock after

giving effect to the Reverse Stock Split. No cash or other consideration will be paid in connection with any fractional shares that would

otherwise have resulted from the Reverse Stock Split. Banks, brokers or other nominees are instructed to effect the Reverse Stock Split

for their beneficial holders holding shares of our Common Stock in “street name”; however, these banks, brokers or other nominees

may apply their own specific procedures for processing the Reverse Stock Split. Equiniti Trust Company LLC, the Company’s transfer

agent, is acting as the exchange agent for the Reverse Stock Split and will provide instructions to stockholders of record regarding the

process for exchanging shares.

The foregoing description of the Certificate of Change is qualified in its

entirety by reference to the Certificate of Change, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is

incorporated herein by reference.

Item 8.01 Other Events.

On April 30, 2026, the Company issued a press release

announcing the Reverse Stock Split. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K

and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.

Description

3.1

Certificate of Change filed with the Secretary of State of the State of Nevada on April 30, 2026

99.1

Press Release dated April 30, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities

Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly

authorized.

Date: April 30, 2026

TWIN VEE POWERCATS CO.

(Registrant)

By:

/s/ Joseph Visconti

Name:

Joseph Visconti

Title:

Chief Executive Officer, Interim Chief Financial Officer and President

EX-3.1 — EXHIBIT 3.1

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EXHIBIT 3.1

EX-99.1 — EXHIBIT 99.1

EX-99.1

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EXHIBIT 99.1

Twin

Vee PowerCats Co. Announces Reverse Stock Split to Regain Compliance with Nasdaq’s Bid Price Requirement

FORT

PIERCE, FL / ACCESSWIRE / April 30, 2026 — Twin Vee PowerCats Co. (Nasdaq:VEEE),(“Twin Vee” or the “Company”),

a manufacturer, distributor, and marketer of power sport boats, today announced that its Board of Directors has approved a 1-for-37 reverse

stock split of the Company’s issued and outstanding common stock. The reverse stock split is expected to become effective at 12:01

a.m. Eastern Time on May 4, 2026, with trading on a split-adjusted basis beginning on The Nasdaq Capital Market upon the commencement

of trading on Monday, May 4, 2026 under the Company’s existing ticker symbol, “VEEE.”

the effective time, every 37 shares of Twin Vee’s issued and outstanding common stock will automatically be combined into one share

of common stock. The reverse stock split will reduce the number of shares of the Company’s outstanding common stock from approximately

19.6 million shares to approximately 0.5 million shares, subject to adjustment for fractional shares. Also as a result of the reverse

stock split, the number of the Company’s authorized shares of common stock will be reduced from 500.0 million shares to approximately

13.5 million shares. The par value and other terms of the Company’s common stock are not affected by the reverse stock split. The

number of the authorized shares and other terms of the Company’s preferred stock under the Company’s articles of incorporation

will not be reduced in connection with the reverse stock split.

The

Board determined that implementing the reverse split at this time is appropriate to regain compliance with the minimum bid price

requirement for maintaining the listing of the Company’s common stock on The Nasdaq Capital Market and to broaden potential investor

interest.

fractional shares will be issued in connection with the reverse stock split. Any fractional shares of common stock resulting from the

reverse stock split will be rounded up to the nearest whole share. The reverse stock split will affect all stockholders uniformly and

will not alter any stockholder’s percentage ownership interest in the Company, except for adjustments related to fractional shares.

The reverse split will also proportionately adjust the number of shares available under the Company’s equity incentive plans and

the exercise price and number of shares underlying outstanding stock options, warrants, and other equity awards, in each case in accordance

with their terms.

Equiniti

Trust Company LLC is acting as the exchange agent for the reverse stock split. Stockholders holding shares in book-entry form or through

a brokerage account will have their positions automatically adjusted to reflect the reverse stock split and will not be required to take

any action. The new CUSIP number for the Company’s common stock following the reverse stock split will be 90177C 309.

About

Twin Vee PowerCats Co.

Twin

Vee PowerCats Co. manufactures a range of boats under the Twin Vee and Bahama Boat Works brands, designed for activities including fishing,

cruising, and recreational use. Twin Vee PowerCats are recognized for their stable, fuel-efficient, and smooth-riding catamaran hull

designs. Twin Vee is one of the most recognizable brand names in the catamaran sport boat category and is known as the “Best Riding

Boats on the Water™.” Bahama Boat Works is an iconic luxury brand long celebrated for its unmatched craftsmanship, timeless

aesthetic, and dedication to producing some of the finest offshore fishing vessels.

The

Company is located in Fort Pierce, Florida, and has been building and selling boats for 30 years.

Learn

more at twinvee.com and bahamaboatworks.com.

Forward-Looking

Statements

This

press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities

Litigation Reform Act of 1995. These statements are identified by the use of the words “could,” “believe,” “anticipate,”

“intend,” “estimate,” “expect,” “may,” “continue,” “predict,”

“potential,” “project” and similar expressions that are intended to identify forward-looking statements and include

statements regarding the timing and occurrence of the reverse stock split as well as regaining compliance with the minimum bid price

requirement.

These

forward-looking statements are based on management’s expectations and assumptions as of the date of this press release and are

subject to a number of risks and uncertainties, many of which are difficult to predict that could cause actual results to differ materially

from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could

cause actual results to differ materially from current expectations include, among others, the timing and receipt of necessary approvals

for the Company to implement the reverse stock split and regain compliance with the minimum bid price requirement, and the risk factors

described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, the Company’s Quarterly Reports

on Form 10-Q, the Company’s Current Reports on Form 8-K and subsequent filings with the SEC. The information in this release is

provided only as of the date of this release, and the Company undertakes no obligation to update or revise publicly any forward-looking

statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to

reflect the occurrence of unanticipated events, except as required by law.

Contact:

Glenn

Sonoda

investor@twinvee.com

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