Aptevo shareholders approve share issue, reject amendment

Aptevo Therapeutics Inc. (APVO) reported results from its September 22, 2026 special meeting.

Rhea-AI Filing Summary

Aptevo Therapeutics Inc. (APVO) reported results from its September 22, 2026 special meeting. Stockholders approved an issuance of more than 20% of the Company’s issued and outstanding common stock as of August 12, 2026 in connection with warrant reload and private placement transactions with certain holders. They also approved the Fifth Amended and Restated 2018 Stock Incentive Plan and authorization to adjourn the meeting if necessary or appropriate. A proposed certificate amendment making technical and administrative changes was not approved.

The certificate amendment received 654,005 votes for, 93,851 against, and 4,759 abstentions. The issuance proposal received 319,306 for, 100,098 against, and 4,225 abstentions; the plan received 331,590 for, 82,399 against, and 9,640 abstentions; and adjournment authorization received 639,823 for, 92,829 against, and 19,963 abstentions.

8-K Event Classification

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

1 item

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

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Proposed issuance threshold: More than 20% of issued and outstanding common stock Votes for certificate amendment: 654,005 votes Votes for stock issuance: 319,306 votes +2 more

5 metrics

Proposed issuance threshold More than 20% of issued and outstanding common stock Stock as of August 12, 2026; Proposal 2

Votes for certificate amendment 654,005 votes Proposal 1; not approved

Votes for stock issuance 319,306 votes Proposal 2; approved

Votes for incentive plan 331,590 votes Proposal 3; approved

Votes for adjournment authorization 639,823 votes Proposal 4; approved

Key Terms

warrant reload, quorum, broker non-votes, Nasdaq Listing Rules 5635(d)

4 terms

warrant reload financial

"warrant reload and private placement transactions"

quorum regulatory

"at which a quorum was present"

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.

broker non-votes regulatory

"BROKER NON-VOTES 328,986"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Nasdaq Listing Rules 5635(d) regulatory

"pursuant to Nasdaq Listing Rules 5635(d)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did APVO stockholders approve at the September 2026 special meeting?

Stockholders approved the proposed issuance of more than 20% of the Company’s issued and outstanding common stock as of August 12, 2026, the Fifth Amended and Restated 2018 Stock Incentive Plan, and authorization to adjourn the meeting if necessary or appropriate. They did not approve the proposed certificate amendment.

How many votes supported APVO’s proposed stock issuance?

The issuance proposal received 319,306 votes for, 100,098 against, and 4,225 abstentions. The proposal concerned an issuance of more than 20% of the Company’s issued and outstanding common stock as of August 12, 2026, pursuant to warrant reload and private placement transactions with certain holders.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/23/2026 - 04:43 PM Accepted by SEC EDGAR 09/23/2026 - 04:43 PM Learn about SEC filing dates

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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): September 22, 2026

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 September 22, 2026, Aptevo Therapeutics Inc. (the “Company”) held its Special Meeting of Stockholders (the “Special Meeting”), at which a quorum was present. Stockholders considered four proposals outlined below, each of which is described in more detail in the Company’s definitive proxy statement for the Special Meeting filed with the Securities and Exchange Commission on August 31, 2026 (the “Proxy Statement”). The final voting results with respect to each of the proposals acted upon at the 2026 Special Meeting are set forth below.

Proposal 1: 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 make certain technical and administrative changes was not approved based on the following:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
654,005		93,851		4,759		0

Proposal 2: Approval of the issuance of common stock

The issuance of more than 20% of the Company's issued and outstanding common stock as of August 12, 2026 pursuant to the warrant reload and private placement transactions with certain holders, pursuant to Nasdaq Listing Rules 5635(d) was approved based on the following:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
319,306		100,098		4,225		328,986

Proposal 3: Approval of the Company's Fifth Amended and Restated 2018 Stock Incentive Plan

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

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
331,590		82,399		9,640		328,986

Proposal 4: 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
639,823		92,829		19,963		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:	September 23, 2026	By:	/s/ Daphne Taylor
			Daphne Taylor Senior Vice President and Chief Financial Officer

Filing Exhibits & Attachments

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