Artelo Biosciences (NASDAQ: ARTL) details 2026 annual shareholder vote outcomes

Rhea-AI Filing Summary

Artelo Biosciences, Inc. reconvened its Annual Meeting of Stockholders on January 30, 2026 and reported the voting results. The meeting had previously been convened on December 31, 2025 and adjourned because there were not enough shares represented to form a quorum.

Of the 2,018,746 shares of common stock outstanding as of the December 10, 2025 record date, 1,017,816 shares were represented at the reconvened meeting, or approximately 50.4% of the shares entitled to vote. Stockholders cast votes on the election of two director nominees and on two additional matters, with detailed tallies provided for each item.

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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) January 30, 2026

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 (§ 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.

We reconvened our Annual Meeting of Stockholders (the “Annual Meeting”) on January 30, 2026, which was previously convened on December 31, 2025 and then adjourned, without conducting any business, due to insufficient votes to constitute a quorum. Of the 2,018,746 shares of our common stock, par value $0.001 (“Common Stock”), outstanding as of the record date of December 10, 2025, 1,017,816 shares of Common Stock were represented at the Annual Meeting, either by proxy or by attending the virtual annual meeting, constituting, of the shares entitled to vote, approximately 50.4% of the outstanding shares of Common Stock. The matters voted on at the Annual Meeting and the votes cast with respect to each such matter are set forth below.

1. Election of Two Class II Directors. The following nominees were re-elected by the holders of our common stock to serve as our Class II directors to hold office until our 2028 annual meeting of stockholders and until their successors have been duly elected and qualified:

Nominee		For		Withhold		Broker Non-Votes
Douglas Blayney, M.D.		248,985		139,452		633,102
Connie Matsui		257,384		131,053		633,102

2. Advisory Vote on Executive Compensation. The “say-on-pay” proposal regarding the compensation of our named executive officers as described on page 27 of the Proxy Statement was approved, on an advisory basis.

For		Against		Abstain		Broker Non-Votes
158,971		126,089		103,377		633,102

3. 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, 2026 was ratified based on the following results of voting:

For		Against		Abstain		Broker Non-Votes
830,673		85,078		102,065		0

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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: January 30, 2026	By:	/s/ Gregory D. Gorgas
		Gregory D. Gorgas President & Chief Executive Officer

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FAQ

What did Artelo Biosciences (ARTL) disclose about its 2026 Annual Meeting?

Artelo Biosciences reconvened its Annual Meeting of Stockholders on January 30, 2026 after previously adjourning it for lack of quorum. The company reported detailed vote counts on director elections and other matters, confirming that just over half of eligible shares were represented.

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

Artelo Biosciences reported 2,018,746 common shares outstanding as of the December 10, 2025 record date. At the reconvened Annual Meeting, 1,017,816 shares were represented in person or by proxy, accounting for approximately 50.4% of the shares entitled to vote.

What were the vote results for Artelo Biosciences’ (ARTL) director nominees?

Stockholders voted on two director nominees. Douglas Blayney, M.D. received 248,985 votes for and 139,452 withheld, with 633,102 broker non-votes. Connie Matsui received 257,384 votes for and 131,053 withheld, with the same 633,102 broker non-votes recorded.

What other matters did Artelo Biosciences (ARTL) stockholders vote on at the meeting?

In addition to electing directors, stockholders voted on two further matters. One item received 158,971 votes for, 126,089 against and 103,377 abstentions, with 633,102 broker non-votes. Another item received 830,673 votes for, 85,078 against and 102,065 abstentions, with no broker non-votes.

Why was Artelo Biosciences’ (ARTL) Annual Meeting adjourned and reconvened?

The Annual Meeting was first convened on December 31, 2025 but adjourned without conducting business because there were insufficient shares present to constitute a quorum. It was then reconvened on January 30, 2026, when enough shares were represented to proceed with the agenda.

What exchange lists Artelo Biosciences (ARTL) common stock?

Artelo Biosciences’ common stock, with a par value of $0.001 per share, is listed on The Nasdaq Stock Market, LLC. The company identifies this class of securities as its common stock registered under Section 12(b) of the Securities Exchange Act.