RELMADA THERAPEUTICS, INC. 8-K

What Happened

• Relmada Therapeutics, Inc. filed an 8-K on May 28, 2026 reporting results from its May 27, 2026 Annual Meeting and the filing of a Certificate of Amendment to its Articles of Incorporation to increase authorized common shares from 150,000,000 to 200,000,000.
• Stockholders elected two Class II directors (36-month terms): Charles J. Casamento and Sergio Traversa; ratified CBIZ CPAs P.C. as independent auditors for FY2026; and approved an amendment to the 2021 Equity Incentive Plan increasing available shares by 3,000,000.

Key Details

• Meeting turnout: 66,571,711 shares voted, ~63.47% of outstanding common stock (104,888,223 shares eligible).
• Charter Amendment: authorized common shares increased from 150,000,000 to 200,000,000; approved at the Annual Meeting and filed with Nevada on May 28, 2026.
• Director votes: Charles J. Casamento — For 33,859,106; Withheld 20,888,478; Broker non-votes 11,824,127. Sergio Traversa — For 54,124,764; Withheld 622,820; Broker non-votes 11,824,127.
• Other votes: Auditor ratification — For 66,097,327; Against 104,854; Withheld 369,530. 2021 Plan amendment — For 36,480,855; Against 18,181,681; Withheld 85,048; Broker non-votes 11,824,127.

Why It Matters

• The increase in authorized shares (to 200M) gives the company more capacity to issue stock for financing, acquisitions, or other corporate purposes — which can enable growth but also presents potential dilution risk for current holders.
• Approval to expand the 2021 Equity Incentive Plan adds shares for stock-based compensation, impacting future dilution and employee incentives.
• Election of directors and auditor ratification affect corporate governance and accounting continuity, both relevant to investors monitoring management and oversight.