ABEONA THERAPEUTICS INC. 8-K

What Happened

• Abeona Therapeutics Inc. announced on March 16, 2026 that its Board adopted Third Amended and Restated Bylaws, effective that same date, replacing the Company’s Second Amended and Restated Bylaws dated July 9, 2024. The New Bylaws revise meeting procedures, stockholder proposal and nomination mechanics, and incorporate various clarifying and conforming changes. The full text of the New Bylaws is filed as Exhibit 3.1 to the 8-K.

Key Details

• Effective date: March 16, 2026.
• Quorum increased from one-third to 50% of shares of common stock entitled to vote on the matter.
• Stockholder meetings may be held virtually by remote communication, consistent with Delaware law (DGCL).
• Eliminates the requirement to make a stockholder list available for examination at meetings (reflecting DGCL amendments).
• Adds stricter procedural mechanics and disclosure requirements for stockholder proposals (other than Rule 14a-8 proposals) and for director nominations, including required background disclosures and representations; specifies procedures for using the “universal proxy” rules (Rule 14a-19).

Why It Matters

• These bylaw changes alter the company’s governance rules that affect how and when stockholders can call, attend, and act at meetings, and they change the procedural requirements for submitting proposals and nominating directors. Investors should note the higher quorum and added disclosure/ procedural requirements, and review the New Bylaws (Exhibit 3.1) to understand any impact on shareholder rights and corporate voting mechanics. The filing does not disclose any direct financial impact.