SGBX Safe and Green Holdings Corporation

Safe & Green Holdings Corp. (NASDAQ: SGBX) (“Safe & Green Holdings” or the “Company”), a leading developer, designer, and fabricator of modular structures for residential, commercial, and point-of-care medicine, today announced a planned reverse stock split of its shares of common stock at a ratio of 1-for-20. The reverse stock split will take effect as of 12:01 a.m. ET, on Thursday, May 2, 2024, and shares of Safe and Green Holdings will trade on a post-split basis on Nasdaq under the existing trading symbol, “SGBX,” at the market open on May 2, 2024.

At the Company’s annual meeting of stockholders held December 6, 2023, stockholders approved an amendment to the Company’s certificate of incorporation to implement a reverse stock split at  a ratio of 1-for-10 to 1-for-20 and granted the board of directors the authority to implement and determine the exact split ratio within such range, which was subsequently set by the board at a ratio of 1-for-20. Following the reverse stock split, the new CUSIP number of the common stock will be 78418A604, with the par value per share of common stock remaining at $0.01. A proportionate adjustment will be made to the per-share exercise prices and number of shares issuable under all outstanding options, warrants, and equity awards.

Paul Galvin, Chairperson and CEO of Safe and Green, commented, “The reverse split is being implemented because we believe it will allow us to meet Nasdaq’s minimum bid price requirements, among other listing requirements. In addition, we anticipate that the increased market price of the common stock expected as a result of the reverse stock split could improve the marketability of the Company’s shares as well as tighten our public float and enhance our capital structure. We continue to execute on our business model and remain highly optimistic about the prospects of the Company.”

When the reverse stock split becomes effective, every 20 shares of the Company’s issued and outstanding common stock will be combined into one share of common stock. Each stockholder’s percentage ownership interest in Safe and Green Holdings will remain unchanged after the reverse stock split.

No fractional shares will be issued in connection with the reverse stock split. Stockholders of record will receive a cash payment in lieu of fractional shares to which they would otherwise be entitled. Stockholders, either as direct or beneficial owners, will not be required to take any action following the reverse stock split and will have their holdings electronically adjusted by the Company’s transfer agent, Equiniti Trust Company LLC (and for beneficial holders by their brokers or banks). Additionally, beneficial holders may contact their bank, broker, custodian, or other nominee with any questions regarding processing procedures for the reverse stock split and payment for fractional shares.

About Safe & Green Holdings Corp.

Safe & Green Holdings Corp., a leading modular solutions company, operates under core capabilities which include the development, design, and fabrication of modular structures, meeting the demand for safe and green solutions across various industries. The firm supports third-party and in-house developers, architects, builders, and owners in achieving faster execution, greener construction, and buildings of higher value. The Company’s subsidiary, Safe and Green Development Corporation, is a leading real estate development company. Formed in 2021, it focuses on the development of sites using purpose-built, prefabricated modules built from both wood and steel, sourced from one of SG Holdings’ factories and operated by the SG Echo subsidiary. For more information, visit https://www.safeandgreenholdings.com/ and follow us at @SGHcorp on Twitter.

Safe Harbor Statement

Certain statements in this press release constitute “forward-looking statements” within the meaning of the federal securities laws. Words such as “may,” “might,” “will,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are based upon current estimates and assumptions. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward-looking statements are subject to various 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. A discussion of some of the material risks applicable to the Company can be found in the Company’s annual report on Form 10-K for the year ended December 31, 2022 and in subsequent reports filed with the Securities and Exchange Commission. The information in this release is provided only as of the date of this release, and we undertake no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.

Investor Relations: Crescendo Communications, LLC 212-671-1020 SGBX@crescendo-ir.com