{"url_path":"/sec/xpon/8-k/2026-07-16/item-5-03","section_key":"item-5-03","section_title":"Item 5.03 ****Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-16","source_url":"https://www.sec.gov/Archives/edgar/data/1894954/0001903596-26-000279-index.html","accession_number":"0001903596-26-000279","cik":"0001894954","ticker":"XPON","issuer_name":"Expion Energy, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1894954/0001903596-26-000279-index.html","primary_entity_key":"0001894954","primary_entity_name":"Expion360 Inc."},"word_count":444,"has_tables":true,"body_markdown":"**\n\n**Item 5.03.****Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.**\n\nOn July 7, 2026, the\nboard of directors of Expion360 Inc., a Nevada corporation (the “Company”), approved a one-for-12 reverse stock split (the “Reverse\nStock Split”) of the Company’s common stock, par value $0.001 per share (“Common Stock”), and a proportionate\n(*e.g.*, one-for-12) decrease in the number of authorized shares of Common Stock from 200,000,000 to 16,666,666 (the\n“Authorized Share Decrease”). Pursuant to Section 78.207 of the Nevada Revised Statutes (the “NRS”), no stockholder\napproval of the Reverse Stock Split or Authorized Share Decrease was required.\n\nOn July 16,\n2026, the Company filed a certificate of change (the “Certificate of Change”) to its articles of incorporation (as\namended, the “Articles”) with the Secretary of State of Nevada in accordance with Section 78.209 of the NRS to amend the\nArticles to effect the Reverse Stock Split and Authorized Share Decrease, effective as of 12:01 A.M. Eastern Time on July 21,\n2026.\n\nAs a result of\nthe Reverse Stock Split, every 12 shares of Common Stock issued and outstanding immediately prior to the effectiveness of the\nReverse Stock Split will be automatically reclassified as, and combined into, one issued and outstanding share of Common Stock,\nwithout any change in the par value per share. No fractional shares of Common Stock will be issued as a result of the Reverse Stock\nSplit. Any fractional shares that would have otherwise resulted from the Reverse Stock Split will be rounded up to the next whole\nnumber.\n\nThe Common Stock will\nbegin trading on The Nasdaq Capital Market on a reverse split-adjusted basis at market open on July 21, 2026, under the existing trading\nsymbol “XPON.” The new CUSIP number for the Common Stock following the Reverse Stock Split is 30218B308.\n\nFollowing the\nReverse Stock Split, the Company will make proportionate adjustments to (i) the number of shares of Common Stock issuable pursuant\nto its outstanding equity awards, (ii) the exercise price of its outstanding stock options and warrants, (iii) the number of shares\nauthorized to be issued under the Company’s 2021 Incentive Award Plan, (iv) the number of shares authorized to be issued under\nthe Company’s 2021 Employee Stock Purchase Plan, and (v) the number of shares of Common Stock issuable pursuant to outstanding\nwarrants, in each case in a manner consistent with the underlying equity award agreements or warrant agreements.\n\nThe foregoing description\nof the Certificate of Change does not purport to be complete and is subject to and qualified in its entirety by reference to the Certificate\nof Change, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference."}