Stock Markets January 27, 2026

INVO Fertility Shares Jump After Share Authorization Boost Clears Shareholders

Investors reacted strongly in premarket trading following approval to expand the company’s authorized common stock and related corporate measures

By Hana Yamamoto
INVO Fertility Shares Jump After Share Authorization Boost Clears Shareholders

INVO Fertility Inc saw a sharp premarket rise after shareholders approved a large increase in the company’s authorized common shares. Stockholders also ratified the company’s auditor for fiscal 2025, approved potential share issuance tied to a previously issued warrant, and expanded the 2019 Stock Incentive Plan. Voting results and quorum details were disclosed at a special meeting held January 22, 2026.

Key Points

  • Shareholders approved increasing INVO Fertility’s authorized common stock from 6,250,000 to 250,000,000 shares.
  • Stockholders ratified WithumSmith+Brown, PC as the independent public accountant for fiscal year 2025 and approved potential issuance of up to 4,733,728 shares upon warrant exercise from a December 4, 2025 private placement.
  • A fourth amendment to the 2019 Stock Incentive Plan was approved, raising the available pool to 1,000,000 shares, approximately 10% of fully-diluted outstanding stock; a quorum of 944,054 shares was represented with 663,861 votes for, 279,474 against and 719 abstentions.

Summary

INVO Fertility Inc reported a substantial market reaction after shareholders voted to raise the company’s authorized common stock, a move followed by a formal filing to amend its Articles of Incorporation. The announcement, which company filings show was decided at a special meeting on January 22, 2026, coincided with a 63.6% gain in the stock during Tuesday premarket trading.


Meeting actions and corporate filings

At the special meeting, stockholders approved an increase in authorized shares of common stock from 6,250,000 to 250,000,000. Following the vote, the company filed a Certificate of Amendment to its Articles of Incorporation to implement the change.

Shareholders also voted to ratify WithumSmith+Brown, PC as INVO’s independent public accountant for fiscal year 2025. In addition, the meeting included approval for the potential issuance of up to 4,733,728 shares of common stock upon exercise of a warrant that was issued to certain investors as part of a private placement transaction that closed on December 4, 2025.

Another approved measure was the fourth amendment to the company’s 2019 Stock Incentive Plan. That amendment increased the number of shares available for issuance under the plan to 1,000,000, which the company states represents approximately 10% of the total issued and outstanding stock on a fully-diluted basis.


Voting details

The special meeting recorded 944,054 shares of common stock represented, which constituted a quorum for the vote. The proposal to increase the company’s authorized common stock received 663,861 votes in favor, with 279,474 votes against and 719 abstentions.


Context for market reaction

The market move in premarket trading was reported as a 63.6% increase in the company’s share price on Tuesday. The company’s disclosure of both the charter amendment filing and the approved ancillary matters - auditor ratification, warrant exercise authorization, and expansion of the incentive plan - were included in the meeting materials and subsequent filings.


Takeaway

Shareholders approved a substantial increase to INVO Fertility’s authorized common stock and several related corporate governance and financing items at a special meeting on January 22, 2026. The company filed the required Certificate of Amendment to its Articles of Incorporation following the vote. Voting tallies and quorum information were disclosed in the meeting results.

Risks

  • Potential dilution stemming from the large increase in authorized common stock could affect existing holders if new shares are issued - impacts the equity capital markets and existing shareholders.
  • Issuance of up to 4,733,728 shares upon exercise of an outstanding warrant from the December 4, 2025 private placement may increase the company’s outstanding share count - relevant to investors and capital markets.
  • Expansion of the stock incentive plan to 1,000,000 shares, representing about 10% on a fully-diluted basis, increases the pool available for issuance to employees and other recipients and could affect share supply - pertinent to equity stakeholders and compensation governance.

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