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Xenetic Biosciences, Inc. Announces Adjournment of 2025 Annual Meeting

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Xenetic Biosciences (NASDAQ:XBIO) announced its 2025 Annual Meeting of Stockholders was convened and adjourned on December 11, 2025 due to a lack of quorum.

The meeting will reconvene virtually at 10:00 a.m. ET on Thursday, January 8, 2026. The record date for voting remains October 15, 2025. Stockholders who already voted do not need to re-submit votes; previously submitted proxies remain valid unless revoked.

Stockholders who have not voted are urged to vote by 11:59 p.m. ET on January 7, 2026 via www.proxyvote.com or telephone 1-800-690-6903. Broker-held shares may have earlier deadlines. The reconvened meeting can be attended at http://www.virtualshareholdermeeting.com/XBIO2025.

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Key Figures

Annual Meeting time 10:00 a.m. ET, Jan 8, 2026 Reconvened 2025 Annual Meeting schedule
Record date October 15, 2025 Eligibility to vote at reconvened Annual Meeting
Voting deadline 11:59 p.m. ET, Jan 7, 2026 Proxy voting cutoff via online/telephone
Shares outstanding 2,277,139 shares Voting power at Annual Meeting per DEF 14A
Quorum requirement 1,138,570 shares Minimum shares present or by proxy to conduct meeting
Directors to elect 6 directors Board election proposals in 2025 proxy
Market cap $5,498,534 Pre-news equity value for XBIO
Price vs 52-week high -82.63% Distance from 52-week high of $13.93 before this news

Market Reality Check

$2.42 Last Close
Volume Volume 29,686 vs 20-day average 48,996 indicates subdued trading ahead of this governance update. low
Technical Shares are trading below the 200-day MA of 3.24, near the 52-week low of 2.20 and 82.63% below the 52-week high of 13.93.

Peers on Argus 1 Up 3 Down

XBIO’s pre-news move of -2.56% occurred as biotech peers showed mixed momentum: QNRX was up 8.36% while GRI, SLXN and ADTX were down between -4.35% and -4.61%. Sector scanner notes median peer moves around -4.4%, pointing to broader biotech volatility beyond this governance headline.

Historical Context

Date Event Sentiment Move Catalyst
Nov 19 R&D collaboration Positive -1.2% Extended Scripps DNase I collaboration and progress toward Phase 1 trial.
Nov 13 Earnings update Positive -2.6% Q3 2025 results with higher Takeda royalty revenue and cash runway extension.
Oct 10 Equity offering Negative -33.1% Underwritten offering of 735,000 shares at $6.12 for ~$4.5M gross proceeds.
Aug 13 Earnings update Positive +7.2% Q2 2025 results with narrower net loss and $4.8M quarter-end cash.
Jul 30 Clinical study deal Positive -7.9% PeriNess clinical study agreement for DNase I with anti-CD19 CAR T cells.
Pattern Detected

Recent XBIO news has often been followed by negative price reactions, even on seemingly constructive R&D and collaboration updates, while equity offerings have coincided with sharp declines.

Recent Company History

Over the last six months, Xenetic reported multiple milestones around its DNase I oncology platform and capital-raising efforts. A July clinical study agreement and August–November earnings updates highlighted ongoing preclinical and collaboration progress, yet several drew negative 24-hour reactions. The October $4.5M underwritten offering saw the steepest drop. Today’s adjourned 2025 Annual Meeting, driven by lack of quorum, ties back to the October 31 proxy outlining director elections, auditor ratification and say-on-pay, underscoring ongoing governance and shareholder engagement dynamics.

Market Pulse Summary

This announcement details the adjournment of Xenetic’s 2025 Annual Meeting due to lack of a quorum, with reconvening set for January 8, 2026 and the record date unchanged at October 15, 2025. It ties directly to the prior DEF 14A, which outlined director elections, auditor ratification and say-on-pay. Investors may monitor whether sufficient shares—at least the 1,138,570 quorum threshold—are represented at the reconvened session, as the outcomes guide board composition and oversight while the company advances its DNase oncology strategy.

Key Terms

quorum regulatory
"A quorum is necessary to hold the Annual Meeting."
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
proxy statement regulatory
"A copy of the Company's definitive proxy statement for the Annual Meeting is available"
A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.
record date regulatory
"The record date for determining stockholders eligible to vote ... remains October 15, 2025."
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

AI-generated analysis. Not financial advice.

Adjourns 2025 Annual Meeting of Stockholders

Urges Stockholders Who Have Not Voted To Get Votes In

FRAMINGHAM, MA / ACCESS Newswire / December 11, 2025 / Xenetic Biosciences, Inc. (NASDAQ:XBIO) ("Xenetic" or the "Company"), a biopharmaceutical company focused on advancing innovative immuno-oncology technologies addressing difficult to treat cancers, today announced that its 2025 Annual Meeting of Stockholders (the "Annual Meeting") was convened and adjourned without any business conducted due to lack of the required quorum.

A quorum is necessary to hold the Annual Meeting. There were fewer than a majority of the outstanding shares entitled to vote present, either in person or by proxy, at the Annual Meeting. The Annual Meeting therefore had no quorum and was adjourned to allow additional time to solicit additional proxies on behalf of the Company's board of directors. The Annual Meeting will reconvene at 10:00 a.m. Eastern Time on Thursday, January 8, 2026, and will continue to be held virtually.

Stockholders who have already submitted a proxy or voted do not need to vote again, as proxies and votes previously submitted in respect of the Annual Meeting will remain valid at the reconvened Annual Meeting unless properly revoked. The record date for determining stockholders eligible to vote at the reconvened Annual Meeting remains October 15, 2025.

Stockholders as of the October 15, 2025 record date who have not yet voted are encouraged to vote online at www.proxyvote.com or by telephone at 1-800-690-6903. Please vote by 11:59 p.m. Eastern Time on January 7, 2026.

If you hold your shares of the Company's common stock in an account at a brokerage firm, bank, dealer or other similar organization, you may be subject to an earlier voting deadline and you should carefully review any materials received from the organization holding those shares regarding how to vote to ensure your vote is counted.

A copy of the Company's definitive proxy statement for the Annual Meeting is available to stockholders on www.proxyvote.com and on the Company's website at www.xeneticbio.com.

Xenetic stockholders as of the close of business on the October 15, 2025 record date for the Annual Meeting, or their legal proxy holders, will be able to attend the reconvened Annual Meeting by visiting http://www.virtualshareholdermeeting.com/XBIO2025.

Stockholder Questions

If you have any questions or require any assistance in voting your shares, please call Okapi Partners LLC at 877-629-6355.

Important Information

This press release may be deemed to be solicitation material in respect of the Annual Meeting to be reconvened and held on Thursday, January 8, 2026. In connection with the Annual Meeting, the Company filed a definitive proxy statement with the Securities and Exchange Commission ("SEC") on October 31, 2025. BEFORE MAKING ANY VOTING DECISION, THE COMPANY URGES ITS STOCKHOLDERS TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE ANNUAL MEETING. The definitive proxy statement was sent or made available to stockholders entitled to vote at the Annual Meeting on or about October 31, 2025. No changes have been made to the proposals to be voted on by stockholders at the Annual Meeting. A copy of the definitive proxy statement and any other materials filed by the company with the SEC can be obtained free of charge at the SEC's website at www.sec.gov or the company's website at www.xeneticbio.com.

About Xenetic Biosciences

Xenetic Biosciences, Inc. is a biopharmaceutical company focused on advancing innovative immuno-oncology technologies addressing difficult to treat cancers. The Company's proprietary DNase technology is designed to improve outcomes of existing treatments, including immunotherapies, by targeting neutrophil extracellular traps (NETs), which are involved in cancer progression. Xenetic is currently focused on advancing its systemic DNase program into the clinic as an adjunctive therapy for pancreatic carcinoma and locally advanced or metastatic solid tumors.

For more information, please visit the Company's website at www.xeneticbio.com and connect on X, LinkedIn, and Facebook.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements that we intend to be subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical facts may constitute forward-looking statements within the meaning of the federal securities laws. These statements can be identified by words such as "expects," "plans," "projects," "will," "may," "anticipates," "believes," "should," "intends," "estimates," "remain," "focus", "confidence in", "potential", "continues", "warrants", and other words of similar meaning, including, but not limited to, all statements regarding our focus on advancing innovative immuno-oncology technologies addressing difficult to treat cancers, the DNase platform improving outcomes of existing treatments, including immunotherapies, by targeting neutrophil extracellular traps (NETs), which are involved in cancer progression, and our focus on advancing our systemic DNase program into the clinic as an adjunctive therapy for pancreatic carcinoma and locally advanced or metastatic solid tumors. Any forward-looking statements contained herein are based on current expectations and are subject to a number of risks and uncertainties. Many factors could cause our actual activities, performance, achievements, or results to differ materially from the activities and results anticipated in forward-looking statements. Important factors that could cause actual activities, performance, achievements, or results to differ materially from such plans, estimates or expectations include, among others, (1) unexpected costs, charges or expenses resulting from our manufacturing and collaboration agreements; (2) unexpected costs, charges or expenses resulting from the licensing of the DNase platform; (3) uncertainty of the expected financial performance of the Company following the licensing of the DNase platform; (4) failure to realize the anticipated potential of the DNase or PolyXen technologies; (5) the ability of the Company to obtain funding and implement its business strategy; (6) risks and uncertainties as to the outcome and timing of the strategic review process being conducted by the Board and a special independent committee thereof, including the possibility that the Board may decide not to undertake a strategic alternative following the evaluation process, the Company's inability to consummate any proposed strategic alternative resulting from the review due to, among other things, market, regulatory and other factors, the potential for disruption to our business resulting from the review process, and potential adverse effects on the Company's stock price from the announcement, suspension or consummation of the evaluation process and the results thereof, as well as risks and uncertainties related to the potential impacts of consummation of a strategic transaction on the Company's current business operations, anticipated business strategy and product development plans; and (7) other risk factors as detailed from time to time in the Company's reports filed with the SEC, including its annual report on Form 10-K, periodic quarterly reports on Form 10-Q, current reports on Form 8-K and other documents filed with the SEC. The foregoing list of important factors is not exclusive. In addition, forward-looking statements may also be adversely affected by general market factors, general economic and business conditions, including potential adverse effects of public health issues, and geopolitical events, such as the conflicts in Ukraine and in the Middle East, on economic activity, competitive product development, product availability, federal and state regulations and legislation, the regulatory process for new product candidates and indications, manufacturing issues that may arise, patent positions, litigation, and shareholder activism, among other factors. The forward-looking statements contained in this press release speak only as of the date the statements were made, and the Company does not undertake any obligation to update forward-looking statements, except as required by law.

Contact:

JTC Team, LLC
Jenene Thomas
(908) 824-0775
xbio@jtcir.com

SOURCE: Xenetic Biosciences, Inc.



View the original press release on ACCESS Newswire

FAQ

Why was the Xenetic Biosciences (XBIO) 2025 annual meeting adjourned on December 11, 2025?

The meeting was adjourned because fewer than a majority of outstanding shares were present, resulting in a lack of quorum to conduct business.

When and how will the Xenetic Biosciences (XBIO) annual meeting reconvene?

The meeting will reconvene virtually at 10:00 a.m. ET on January 8, 2026 at http://www.virtualshareholdermeeting.com/XBIO2025.

What is the voting deadline for Xenetic Biosciences (XBIO) reconvened annual meeting?

Stockholders should vote by 11:59 p.m. ET on January 7, 2026 via www.proxyvote.com or telephone 1-800-690-6903.

Do Xenetic Biosciences (XBIO) shareholders who already voted need to vote again for the reconvened meeting?

No. Previously submitted proxies and votes remain valid for the reconvened meeting unless they are properly revoked.

Who is eligible to vote at the reconvened Xenetic Biosciences (XBIO) annual meeting?

Shareholders of record as of the October 15, 2025 record date are eligible to vote at the reconvened meeting.

What should shareholders do if their XBIO shares are held by a broker or bank?

Review materials from your broker or bank because those intermediaries may impose an earlier voting deadline than the company’s January 7, 2026 cutoff.
Xenetic Biosciences Inc

NASDAQ:XBIO

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XBIO Stock Data

5.50M
2.05M
19.06%
4.6%
1.43%
Biotechnology
Pharmaceutical Preparations
Link
United States
FRAMINGHAM