[8-K] Annovis Bio, Inc. Reports Material Event

Rhea-AI Filing Summary

Annovis Bio, Inc. (NYSE: ANVS) filed a Form 8-K reporting the outcome of its 2025 virtual Annual Meeting held on 17 June 2025.

Quorum: 11,588,981 shares (59.47% of shares outstanding).

Proposal 1 – Election of Directors (one-year terms):

• Maria Maccecchini – 4,216,112 FOR / 173,438 WITHHELD / 7,199,431 broker non-votes
• Michael Hoffman – 4,182,806 FOR / 206,744 WITHHELD / 7,199,431 broker non-votes
• Claudine Bruck – 4,041,007 FOR / 348,543 WITHHELD / 7,199,431 broker non-votes
• Reid McCarthy – 4,202,391 FOR / 187,159 WITHHELD / 7,199,431 broker non-votes
• Mark White – 3,780,238 FOR / 609,312 WITHHELD / 7,199,431 broker non-votes

Proposal 2 – Ratification of Independent Auditor: Ernst & Young LLP ratified with 11,382,542 FOR, 187,959 AGAINST, 18,480 ABSTAIN.

All proposals passed; no additional matters were presented.

Insights

Corporate Governance Expert

TL;DR: Routine AGM; directors re-elected and EY ratified—no governance red flags or material shifts.

The filing reflects standard annual-meeting business. Director support levels (86-96% of votes cast) suggest shareholder confidence, with slightly higher opposition to Mark White (14% withheld). Auditor ratification passed with 98.3% support, indicating no audit-quality concerns. As there are no by-law changes, compensation votes, or activist challenges, the disclosure is governance-neutral and should not alter risk assessments.

Portfolio Manager

TL;DR: Neutral event; confirms status quo leadership, unlikely to influence ANVS valuation in near term.

The 8-K contains no financial guidance or strategic updates. Continuity in board composition and auditor selection keeps governance steady but provides no catalyst. Participation at 59% is typical for micro-cap biotech virtual meetings. I view the event as housekeeping; position sizing and valuation models remain unchanged.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): June 17, 2025

ANNOVIS BIO, INC.

(Exact Name of Registrant as Specified in Charter) 

Delaware	001-39202	26-2540421
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

101 Lindenwood Drive, Suite 225
Malvern, PA 19355

(Address of Principal Executive Offices, and Zip Code)

(484) 875-3192

Registrant’s Telephone Number, Including Area Code

                       Not Applicable                       

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

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 $0.0001 per share	ANVS	New York Stock Exchange

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 (see General Instruction A.2. below):

¨ Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company x

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. x

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 17, 2025, Annovis Bio, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) virtually. At the Annual Meeting, two proposals were submitted to the Company’s stockholders and all matters voted upon were approved with the required votes. The proposals are outlined below and further described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission.

At the Annual Meeting, a total of 11,588,981 shares of the Company’s common stock, or 59.47% of the common stock outstanding as of April 28, 2025, the record date for the Annual Meeting, were represented virtually or by proxy.

The following is a brief description of the final voting results for each of the two proposals submitted at the Annual Meeting on June 17, 2025:

1. Election of Directors

All of the following five nominees were elected to the Company’s Board of Directors, in accordance with the voting results listed below, to serve for a term of one year, until the next Annual Meeting and until their successors have been duly elected and have qualified.

Nominee		For		Withheld		Broker Non-Vote
Maria Maccecchini		4,216,112		173,438		7,199,431
Michael Hoffman		4,182,806		206,744		7,199,431
Claudine Bruck		4,041,007		348,543		7,199,431
Reid McCarthy		4,202,391		187,159		7,199,431
Mark White		3,780,238		609,312		7,199,431

2. Ratification of the Company’s Independent Auditors

The ratification of the appointment of Ernst & Young LLP was approved by stockholders by the following vote:

For		Against		Abstain
11,382,542		187,959		18,480

Item 9.01 Financial Statements and Exhibits

Exhibit Number	Description
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.

	ANNOVIS BIO, INC.
Date: June 23, 2025	By:	/s/ Maria Maccecchini
		Name: Maria Maccecchini
		Title: President and Chief Executive Officer

FAQ

When did Annovis Bio (ANVS) hold its 2025 Annual Meeting?

The virtual Annual Meeting took place on June 17, 2025.

How many Annovis Bio shares were represented at the meeting?

11,588,981 shares, equal to 59.47% of shares outstanding, were present or represented by proxy.

Were all director nominees elected at ANVS's 2025 AGM?

Yes. All five nominees received sufficient votes to serve one-year terms ending at the next AGM.

Which auditing firm was ratified by ANVS shareholders?

Shareholders ratified Ernst & Young LLP as the company’s independent registered public accounting firm.

Was any proposal rejected at the 2025 Annual Meeting?

No. Both submitted proposals—director elections and auditor ratification—were approved.