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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 10, 2026
ANIXA
BIOSCIENCES, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-37492 |
|
11-2622630 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
| 3150
Almaden Expressway, Suite 250 San Jose, CA |
|
95118 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (408) 708-9808
(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 to 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
Stock, par value $0.01 per share |
|
ANIX |
|
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
5.07 Submission of Matters to a Vote of Security Holders.
On
March 10, 2026, Anixa Biosciences, Inc. (the “Company”) completed its 2026 annual meeting of stockholders (the “Annual
Meeting”). The number of shares of stock entitled to vote at the Annual Meeting was 33,379,505 shares of common stock (the “Voting
Stock”). The number of shares of Voting Stock present or represented by valid proxy at the Annual Meeting was 20,805,324 shares.
At the Annual Meeting, the Company’s stockholders (i) re-elected Dr. Amit Kumar, Dr. Arnold Baskies, Emily Gottschalk, and Lewis
H. Titterton, Jr. as directors, (ii) approved, on a non-binding, advisory basis, the Company’s executive compensation, and (iii)
ratified the appointment of Haskell & White LLP as the Company’s independent registered public accounting firm for the fiscal
year ending October 31, 2026. The following is a tabulation of the voting on the proposals presented at the Annual Meeting:
Proposal
No. 1 - Election of directors
Dr.
Amit Kumar, Dr. Arnold Baskies, Emily Gottschalk, and Lewis H. Titterton, Jr. were each re-elected to serve until the 2027 annual meeting
of stockholders or until their successors are elected and qualified or until their earlier resignation or removal. The voting results
were as follows:
| Nominee | |
Shares Voted For | | |
Shares Withheld | | |
Broker Non-Vote | |
| Dr. Amit Kumar | |
| 8,917,813 | | |
| 218,238 | | |
| 11,669,273 | |
| Dr. Arnold Baskies | |
| 7,425,900 | | |
| 1,710,151 | | |
| 11,669,273 | |
| Emily Gottschalk | |
| 7,249,290 | | |
| 1,886,761 | | |
| 11,669,273 | |
| Lewis H. Titterton, Jr. | |
| 7,176,739 | | |
| 1,959,312 | | |
| 11,669,273 | |
Proposal
No. 2 - Approval, by non-binding advisory vote, of the Company’s executive compensation
The
Company’s executive compensation, by non-binding advisory vote, was approved. The voting results were as follows:
| Votes For | | |
Votes Against | | |
Abstentions | | |
Broker Non-Votes | |
| 6,025,247 | | |
| 2,973,752 | | |
| 137,032 | | |
| 11,669,273 | |
Proposal
No. 3 - Ratification of the appointment of independent registered public accounting firm
The
appointment of Haskell & White LLP as the Company’s independent registered public accounting firm for the fiscal year ending
October 31, 2026 was ratified. The voting results were as follows:
| Shares Voted For | | |
Shares Voted Against | | |
Shares Abstaining | | |
Broker Non-Vote | |
| 20,426,524 | | |
| 191,432 | | |
| 187,368 | | |
| - | |
Item
7.01 Regulation FD Disclosure.
Attached
as Exhibit 99.1 to this Current Report is the form of presentation of the Company which was used by management at its Annual Meeting.
This presentation may be used by the Company in the future at meetings with investors, analysts or others, in whole or in part and possibly
with modifications from time to time.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
The
following exhibits are filed with this Current Report on Form 8-K:
| Exhibit
No. |
|
Description |
| |
|
|
| 99.1 |
|
Presentation |
| 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 hereunto duly authorized.
Dated:
March 11, 2026
| |
ANIXA
BIOSCIENCES, INC. |
| |
|
| |
By: |
/s/
Michael J. Catelani |
| |
Name: |
Michael
J. Catelani |
| |
Title: |
President, Chief Operating Officer and Chief Financial Officer
|