Apimeds Pharmaceuticals (APUS) stockholders remove director Erik Emerson

Rhea-AI Filing Summary

Apimeds Pharmaceuticals US, Inc. reported a change in its board of directors. On December 30, 2025, stockholders acting by written consent removed Erik Emerson from the company’s board, effective the same day. The action was approved by stockholders holding a majority of the outstanding common stock voting power entitled to vote in director elections, in line with the company’s organizational documents and applicable law. The filing states that other individuals remain on the board of directors, though they are not named here.

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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): December 30, 2025

Apimeds Pharmaceuticals US, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-42545		85-1099700
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

100 Matawan Rd, Suite 325 Matawan, New Jersey		07747
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (848) 201-5010 

(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 Stock, par value $0.01 per share		APUS		NYSE American 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 30, 2025, the stockholders of Apimeds Pharmaceuticals US, Inc., a Delaware corporation (the “Company”), acting by written consent, removed Erik Emerson from the Company’s board of directors, effective as of such date. The removal was effected by the affirmative vote of stockholders holding a majority of the outstanding shares of common stock of the Company’s voting power entitled to vote generally in the election of directors, and was taken with or without cause, in accordance with the Company’s organizational documents and applicable law.

The following remain members of the Company’s board of directors:

· Elona Kogan

· Jakap Koo

· Carol O’Donnell

· Dr. Bennett Weintraub, PHD

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SIGNATURE

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.

	Apimeds Pharmaceuticals US, Inc.
Date: January 2, 2026	By:	/s/ Dr. Vin Menon
	Name:	Dr. Vin Menon
	Title:	Chief Executive Officer

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FAQ

What board change did Apimeds Pharmaceuticals US, Inc. (APUS) disclose?

The company disclosed that, effective December 30, 2025, stockholders removed Erik Emerson from its board of directors by written consent.

How was Erik Emerson removed from the Apimeds (APUS) board?

Stockholders of Apimeds Pharmaceuticals US, Inc. acted by written consent and, by a majority of the outstanding common stock voting power, removed Erik Emerson from the board.

Was the removal of Erik Emerson from the APUS board with or without cause?

The removal of Erik Emerson from the board was taken "with or without cause," as permitted by the company’s organizational documents and applicable law.

Did Apimeds Pharmaceuticals US, Inc. (APUS) follow its governing documents in this board change?

Yes. The filing states that the stockholder action to remove Erik Emerson was taken in accordance with the company’s organizational documents and applicable law.

Who signed the 8-K reporting the board change at Apimeds (APUS)?

The report was signed on behalf of Apimeds Pharmaceuticals US, Inc. by Dr. Vin Menon, the company’s Chief Executive Officer.

Does Apimeds Pharmaceuticals US, Inc. still have other board members after this removal?

Yes. The filing notes that others remain members of the company’s board of directors, although their names are not listed in this excerpt.