Artelo Biosciences reports special meeting vote results

Artelo Biosciences, Inc. reported the results of a Special Meeting of Stockholders held on August 28, 2025.

Accepted by SEC EDGAR 08/29/2025 - 04:43 PM EDT

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Form Type

8-K

Rhea-AI Filing Summary

Artelo Biosciences, Inc. reported the results of a Special Meeting of Stockholders held on August 28, 2025. There were 704,425 shares of common stock outstanding as of the July 25, 2025 record date, and 365,886 shares were represented at the meeting, either in person or by proxy.

Stockholders voted on three matters. One matter received 325,388 votes for, 38,731 against and 1,767 abstentions. A second matter received 63,903 votes for, 130,740 against, 782 abstentions and 170,461 broker non-votes. A third matter received 338,395 votes for, 21,362 against and 6,129 abstentions. The filing lists only the vote totals, not the text of each proposal.

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.

FAQ

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

What did Artelo Biosciences (ARTL) disclose in this 8-K?

Artelo Biosciences disclosed the voting results from a Special Meeting of Stockholders held on August 28, 2025, including turnout and detailed vote counts on three matters.

When was Artelo Biosciences' Special Meeting of Stockholders held?

The Special Meeting of Stockholders for Artelo Biosciences was held on August 28, 2025.

How many Artelo Biosciences (ARTL) shares were outstanding and represented at the meeting?

There were 704,425 shares of common stock outstanding as of the July 25, 2025 record date, and 365,886 shares were represented at the Special Meeting.

How did Artelo Biosciences stockholders vote on the first matter?

On the first matter, stockholders cast 325,388 votes for, 38,731 votes against and 1,767 abstentions, with no broker non-votes reported.

What were the vote results on the second matter at Artelo Biosciences' special meeting?

The second matter received 63,903 votes for, 130,740 votes against, 782 abstentions and 170,461 broker non-votes.

What were the vote results on the third matter at Artelo Biosciences' special meeting?

The third matter received 338,395 votes for, 21,362 votes against and 6,129 abstentions, with no broker non-votes reported.

Who signed the Artelo Biosciences 8-K reporting the special meeting votes?

The report was signed on behalf of Artelo Biosciences, Inc. by Gregory D. Gorgas, its President and Chief Executive Officer.

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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) August 28, 2025

ARTELO BIOSCIENCES, INC.

(Exact name of registrant as specified in its charter)

Nevada

001-38951

33-1220924

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

505 Lomas Santa Fe, Suite 160

Solana Beach, CA USA

92075

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (858) 925-7049

___________________________________________

(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 $0.001 per share		ARTL		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.

We held a Special Meeting of Stockholders (the “Special Meeting”) on August 28, 2025. Of the 704,425 shares of our common stock, par value $0.001 (“Common Stock”), outstanding as of the record date of July 25, 2025, 365,886 shares were represented at the Special Meeting, either by proxy or by attending the meeting. The matters voted on at the Special Meeting and the votes cast with respect to each such matter are set forth below:

Amendment to our Articles of Incorporation, as amended (the “Articles”), to increase the authorized number of shares of Common Stock from 8,333,333 shares to 500,000,000 shares. The amendment to the Articles to increase the authorized number of shares of Common Stock from 8,333,333 shares to 500,000,000 shares was approved based on the following results of voting:

Votes For		Votes Against		Abstentions		Broker Non-Votes
325,388		38,731		1,767		0

Amendment to our Articles to increase the number of authorized shares of preferred stock, par value $0.001 (“Preferred Stock”), from 69,444 to 10,000,000 and to authorize the issuance of 10,000,000 shares of Preferred Stock with rights and preferences to be determined by the Company’s Board of Directors (the “Board”) from time to time. The amendment to the Articles to increase the number of authorized shares of Preferred Stock from 69,444 to 10,000,000 and to authorize the issuance of 10,000,000 shares of Preferred Stock with rights and preferences to be determined by the Board from time to time was not approved based on the following results of voting:

Votes For		Votes Against		Abstentions		Broker Non-Votes
63,903		130,740		782		170,461

Ratification of Appointment of Independent Registered Public Accounting Firm. The appointment of Malone Bailey LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified based on the following results of voting:

Votes For		Votes Against		Abstentions		Broker Non-Votes
338,395		21,362		6,129		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.

		ARTELO BIOSCIENCES, INC.

Date: August 29, 2025		/s/ Gregory D. Gorgas
		Gregory D. Gorgas
		President & Chief Executive Officer

Source: View Original Filing on SEC EDGAR