Company Announcements

Hong Kong, Feb. 11, 2026 (GLOBE NEWSWIRE) -- Garden Stage Limited (the “Company” or “Garden Stage”), a Hong Kong-based financial services provider principally engaged in the provision of (i) placing and underwriting services; (ii) securities dealing and brokerage services; and (iii) asset management services, today announced a share reclassification (the “Reclassification”) to its ordinary shares (the “Ordinary Shares”), which shall be effective on the Nasdaq Capital Market (the “Nasdaq”) on February 12, 2026.

In connection with the Reclassification, the authorized share capital of the Company shall be changed from US$50,000 divided into (i) 490,750,000 Class A Shares of a par value of US$0.0001 each and (ii) 9,250,000 Class B Shares of a par value of US$0.0001 each, to the following: (a) 9,250,000 issued and outstanding Ordinary Shares held by Oriental Moon Tree Limited being redesignated as issued and outstanding Class B ordinary Shares on a one for one basis; (b) 64,781,655 issued and outstanding Ordinary Shares of the Company will be redesignated as issued and outstanding Class A Ordinary Shares on a one for one basis; and (c) 425,968,655 authorized but unissued Ordinary Shares of the Company will be redesignated as authorized but unissued Class A Ordinary Shares on a one for one basis, with all rights and privileges set forth in the Second Amended and Restated Memorandum of Association.

The Company has the power to redeem or purchase any of its shares and to increase or reduce the said capital subject to the provisions of the Companies Act (2025 Revision) and the Articles of Association and to issue any part of its capital, whether original, redeemed or increased with or without any preference, priority or special privilege or subject to any postponement of rights or to any conditions or restrictions and so that unless the conditions of issue shall otherwise expressly declare every issue of shares whether declared to be preference or otherwise shall be subject to the powers contained in the Company’s Articles of Association.

About Garden Stage Limited

Garden Stage Limited is a holding company incorporated in Cayman Islands, and all of their operations are carried out by the two wholly-owned operating subsidiaries in Hong Kong: a) I Win Securities Limited, which is licensed to conduct Type 1 (dealing in securities) regulated activities under the Securities and Futures Ordinance (the “SFO”) in Hong Kong; and b) I Win Asset Management Limited, which is licensed to conduct Type 4 (advising on securities) and Type 9 (asset management) regulated activities under the SFO in Hong Kong. I Win Securities Limited is the Stock Exchange Participant of Stock Exchange of Hong Kong Limited (“ Hong Kong Stock Exchange) and holds Hong Kong Stock Exchange Trading Right. I Win Securities Limited is also the participant of the Hong Kong Securities Clearing Company Limited.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements, including, but not limited to, the Company’s proposed Offering. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions in this prospectus. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC.

For more information, please contact:

Garden Stage Limited

Investor Relations Department

Email: ir@iwinsec.com