[8-K] Aptevo Therapeutics Inc Reports Material Event

Rhea-AI Filing Summary

Form 4 overview – Perma-Pipe International Holdings (PPIH)

• Insider: President & CEO David J. Mansfield
• Transaction date: 22-Jul-2025
• Code “F” – issuer withheld shares to satisfy tax on restricted-stock vesting (not an open-market sale)
• Shares disposed: 9,181 common at $23.51
• Post-transaction direct ownership: 277,294 shares

No derivative transactions were reported. The disposal is administrative, reduces the insider’s stake by ~3%, and leaves him with a sizeable holding that maintains shareholder alignment. Market impact is expected to be minimal.

Positive

• CEO retains 277,294 shares, demonstrating continued equity commitment.
• Use of transaction code F shows the move was purely for tax withholding, not bearish selling.

Negative

• Disposition of 9,181 shares slightly reduces insider ownership.
• Execution price of $23.51 may serve as an informal near-term valuation reference.

Insights

Financial Analyst

TL;DR: Routine tax-withholding; negligible impact on valuation.

The “F” code confirms the company withheld 9,181 shares to cover Mansfield’s tax liability from restricted-stock vesting, rather than a discretionary sale. This represents a small fraction of his position, leaving 277,294 shares outstanding under direct ownership. Because no cash was taken out of the market and the insider’s stake remains significant, the signal is neutral for both governance and stock valuation.

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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): July 24, 2025

APTEVO THERAPEUTICS INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-37746	81-1567056
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
2401 4th Avenue Suite 1050
Seattle, Washington				98121
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (206) 838-0500

Not Applicable

(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, $0.001 par value		APVO		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 July 24, 2025, Aptevo Therapeutics Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present. Stockholders considered eight proposals outlined below, each of which is described in more detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on July 3, 2025 (the “Proxy Statement”). The final voting results with respect to each of the proposals acted upon at the 2025 Annual Meeting are set forth below.

Proposal 1: Election of Directors

The following two nominees, each of whom were named in the Proxy Statement, were elected to serve on the Board of Directors to hold office until the 2028 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, based on the following votes:

		FOR		WITHHELD		BROKER NON-VOTES
Marvin L. White		443,945		33,182		1,518,631
John E Niederhuber, M.D		444,661		32,466		1,518,631

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm for 2025

The appointment of Baker Tilly US, LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2025 was approved based on the following votes:

FOR		AGAINST		ABSTAIN
1,881,305		32,267		82,186

Proposal 3: Approval of the Company's Amended and Restated Certificate of Incorporation

An amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of the Company common stock at a ratio in the range of 1-for-6 to 1-for-20, with such ratio to be determined in the discretion of the Board and with such reverse stock split to be effected at such time and date, if at all, as determined by the Board in its sole discretion, was approved based on the following:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
1,800,748		186,323		8,684		0

Proposal 4: Approval of the stock issuance under the Standby Equity Purchase Agreement (“SEPA”) with YA II PN, Ltd. (“Yorkville”)

The issuance of more than 19.99% of the Company's issued and outstanding common stock as of June 16, 2025 pursuant to the SEPA with Yorkville, pursuant to Nasdaq Listing Rules 5635(d) and 5635(b) was approved based on the following:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
428,731		44,523		3,873		1,518,631

Proposal 5: Approval of the Company's Second Amended and Restated 2018 Stock Incentive Plan

The Aptevo Therapeutics Inc. Third Amended and Restated 2018 Stock Incentive Plan was approved based on the following votes:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
433,274		31,428		12,425		1,518,631

Proposal 6: Approval, on a non-binding advisory basis, the compensation of the Company’s named executive officer compensation as disclosed in the Proxy Statement.

The non-binding advisory proposal was approved based on the following votes:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
417,118		45,598		14,411		1,518,631

Proposal 7: Approval of the stock issuance and warrant proposal

The issuance of more than 19.99% of the Company's outstanding Common Stock, issuable upon the exercise of Common Warrants issued pursuant to that certain Securities Purchase Agreement, dated as of June 18, 2024, was approved based on the following:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
432,147		37,374		7,606		1,518,631

Proposal 8: Authorization to adjourn the Special Meeting

The authorization to adjourn the Special Meeting to a later date, if necessary or appropriate, was approved based on the following votes:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
1,784,375		203,228		8,155		0

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.

			APTEVO THERAPEUTICS INC.
Date:	July 24, 2025	By:	/s/ Marvin L. White
			Marvin L. White President and Chief Executive Officer

FAQ

How many PPIH shares did the CEO dispose of on 22-Jul-2025?

David J. Mansfield had 9,181 shares withheld at $23.51 to cover taxes.

What is the transaction code "F" in PPIH's Form 4?

Code F indicates shares were withheld by the issuer to pay tax obligations on vested equity, not sold on the open market.

How many PPIH shares does the CEO own after the transaction?

Following the withholding, Mansfield directly owns 277,294 common shares.

Were any derivative securities involved in this Form 4 filing?

No derivative securities were acquired or disposed of; only common stock was affected.

Is this Form 4 likely to impact PPIH's stock price?

Given the routine, tax-related nature of the transaction and small relative size, material market impact is unlikely.