UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~February~~March 235, 2024

NEPTUNE WELLNESS SOLUTIONS INC.

(Exact name of Registrant as Specified in Its Charter)

Québec	001-33526	98-1504882
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

545 Promenade du Centropolis Suite 100
Laval, Québec, Canada		H7T 0A3
(Address of Principal Executive Offices)		(Zip Code)

Registrant'’s ~~telephone~~Telephone ~~number~~Number, ~~including~~Including ~~area~~Area ~~code~~Code: (450) 687-2262

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares, no par value per share		NEPT		The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 53.0201. ~~Departure~~Notice of ~~Directors~~Delisting or ~~Certain~~Failure ~~Officers;~~to ~~Election~~Satisfy ofa ~~Directors;~~Continued ~~Appointment~~Listing ofRule ~~Certain~~or ~~Officers~~Standard; ~~Compensatory~~Transfer ~~Arrangements~~ of ~~Certain Officers.~~Listing

On ~~February~~March 265, 2024, Neptune Wellness Solutions Inc. (the "“Company"”), ~~announced~~received ~~that~~a ~~its~~Staff ~~President~~Delisting ~~and~~Determination ~~Chief~~(the ~~Executive~~“Staff ~~Officer,~~Determination”) ~~Michael~~from ~~Cammarata,~~the ~~and~~Listing ~~its~~Qualifications ~~Executive~~Department ~~Vice~~of ~~President~~The ~~and~~Nasdaq ~~Chief~~Stock ~~Legal~~Market ~~Officer,~~LLC ~~John~~notifying ~~Wirt,~~the ~~have~~Company ~~been~~that ~~placed~~trading onof ~~mandatory~~the ~~unpaid~~Company’s ~~leave,~~common ~~effective~~stock ~~February~~(the ~~23,~~“Common ~~2024,~~Stock”) inwill ~~connection~~be ~~with~~suspended afrom ~~rapid~~The ~~cost~~Nasdaq ~~cutting~~Capital ~~and~~Market ~~restructuring~~at ~~effort,~~the asopening ~~a result~~ of ~~the~~business ~~Company’s~~on ~~previously~~March ~~disclosed~~7, ~~ongoing~~2024, ~~financial~~and ~~concerns.~~a ~~Mr.~~Form ~~Cammarata~~25-NSE ~~also~~will ~~concurrently~~be ~~resigned~~filed ~~from~~with the ~~Company’s~~Securities ~~board~~and ofExchange ~~directors~~Commission (the “~~Board~~SEC”), ~~and~~which ~~all~~will ~~other~~remove ~~board positions at~~ the Company’s ~~subsidiaries~~securities from listing and ~~affiliates~~registration ~~effective~~on ~~immediately.~~The MrNasdaq Stock Market. ~~Cammarata~~The isCompany ~~challenging~~has ~~his~~the ~~unpaid~~right ~~leave~~to ~~under~~request ~~the~~a ~~terms~~review of ~~his~~the ~~employment~~decision ~~agreement,~~from ~~and~~the ~~there~~Nasdaq isListing aCouncil ~~risk~~within 15 days from the date of ~~dispute~~the ~~under~~Staff ~~existing~~Determination. ~~employment~~The ~~agreements~~Company asis aseeking ~~result~~to ofsubsequently have its Common Stock quoted on the ~~announced~~OTCQB® ~~temporary~~Venture ~~leaves~~Market of the OTCMarkets.

~~The~~Item ~~Company is currently working through a succession plan to determine who will assume the role of Interim Chief Executive Officer in Mr~~7.01 ~~Cammarata’s~~Regulation ~~absence.~~FD In the interim, the Company has appointed a special restructuring committee comprised of certain members of the Board to evaluate candidates for the role of Interim Chief Executive Officer and to lead the Company through this transitory period.Disclosure

On March 6, 2024, the Company issued a press release related to the information described in Item 83.01 ~~Other~~above. ~~Events~~A copy of that press release is attached as Exhibit 99.1 hereto and incorporated by reference herein.

OnThe ~~February~~information ~~26,~~set ~~2024~~forth in this Item 7.01, including the ~~Company~~attached ~~issued~~exhibit, ashall ~~press~~not ~~release~~be ~~announcing~~deemed ~~that~~“filed” itfor ~~placed~~purposes ~~several~~ of ~~its~~Section ~~employees~~18 onof athe ~~mandatory~~Securities ~~unpaid~~Exchange ~~leave~~Act of ~~absence~~1934, ~~including~~as ~~Mr.~~amended ~~Cammarata~~(the ~~and~~“Exchange ~~Mr.~~Act”), ~~Wirt.~~or Aotherwise ~~copy~~subject to the liabilities of ~~this~~that ~~press~~section, ~~release~~nor isshall ~~attached~~it be deemed incorporated by reference in any filings under the Securities Act of 1933, as ~~Exhibit~~amended, ~~99.1~~or tothe ~~this~~Exchange ~~Report~~Act, ~~and~~except isas ~~incorporated~~shall be expressly set forth by specific reference ~~herein~~in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are filed or furnished, as applicable, with this Current Report on Form 8-K.

Exhibit Number		Description
99.1		Press release, dated ~~February~~March 266, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			Neptune Wellness Solutions Inc.
Date:	~~February~~March 266, 2024	By:	/s/ Lisa Gainsborg
			Lisa Gainsborg Interim Chief Financial Officer

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