Fennec (NASDAQ: FENC) investors back directors, pay and new equity plans

Rhea-AI Filing Summary

Fennec Pharmaceuticals Inc. held its annual shareholder meeting, where investors approved all proposals and director nominees. Five directors were elected, with each receiving over 20 million votes for and similar broker non-vote levels.

Shareholders approved appointing Haskell & White LLP as independent public accounting firm, an advisory vote on executive compensation, and set advisory votes on pay to occur every year. They also approved amendments to the 2020 Equity Incentive Plan and ratified and approved a new 2026 Equity Inducement Plan, with officer and director holdings deducted from the "for" tally on the 2020 plan amendment vote.

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

Director votes - Khalid Islam: 20,246,596 votes for Auditor ratification support: 26,091,716 votes for Say-on-pay support: 19,326,750 votes for +3 more

6 metrics

Director votes - Khalid Islam 20,246,596 votes for Election of director at annual meeting

Auditor ratification support 26,091,716 votes for Appointment of Haskell & White LLP

Say-on-pay support 19,326,750 votes for Advisory vote on executive compensation

2020 Plan amendment support 17,425,439 votes for Amendments to 2020 Equity Incentive Plan

Shares deducted from vote 766,153 common shares Officer and director holdings excluded from 2020 plan tally

2026 Inducement Plan support 18,626,207 votes for Adoption of 2026 Equity Inducement Plan

Key Terms

broker non-votes, advisory vote on executive compensation, Equity Incentive Plan, Equity Inducement Plan, +1 more

5 terms

broker non-votes financial

"Votes For | 26,091,716 Votes Withheld | 134,491 Votes Against | 29,165 Broker Non-Votes | 0"

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.

advisory vote on executive compensation financial

"The resolution to vote on the advisory vote on executive compensation was approved based on the following vote"

A non-binding shareholder vote allowing investors to approve or reject the pay packages and compensation policies for a company’s top executives. It matters because the outcome tells the board whether owners are satisfied with executive pay and can prompt changes in policy or leadership much like a customer survey prompts a company to adjust its product — signaled approval can support management credibility, while rejection may increase scrutiny and affect investor confidence.

Equity Incentive Plan financial

"The resolution to approve certain amendments to Corporation’s 2020 Equity Incentive Plan was approved based on the following"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

Equity Inducement Plan financial

"The resolution to ratify and approve the adoption of Fennec’s 2026 Equity Inducement Plan was approved based on the following vote:"

An equity inducement plan is a program that gives new hires or targeted employees stock, restricted shares, or stock options as a hiring or retention reward, often separate from the company’s regular long-term incentive plans. Think of it as a signing bonus paid in company stock: it helps attract and keep talent but matters to investors because it can dilute existing shares, change executive incentives, and affect future earnings through compensation expense.

independent public accounting firm financial

"The resolution to appoint Haskell & White LLP as independent public accounting firm of the Company"

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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): June 10, 2026

FENNEC PHARMACEUTICALS INC. 

(Exact name of registrant as specified in its charter)

001-32295

(Commission File Number)

British Columbia, Canada		20-0442384
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

PO Box 13628, 68 TW Alexander Drive, Research Triangle Park, NC		27709
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (919) 636-4530

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))

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. ¨

Securities registered pursuant to Section 12 of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which  registered
Common	FENC, FRX	Nasdaq, TSX

1

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

On June 10, 2026, Fennec Pharmaceuticals Inc. (the “Company”) held an annual meeting of shareholders (the “Meeting”). The shareholders approved all proposals considered at the Meeting and approved all nominees of the Company for director, as follows:

1.     The following five (5) nominees were elected to serve as directors, each to serve until the next annual meeting of shareholders of the Company or until their respective successor shall have been duly elected or duly approved:

Name of Nominee	Votes For	Votes Withheld	Broker Non-Votes
Dr. Khalid Islam	20,246,596	126,891	5,881,885
Chris A. Rallis	20,126,058	247,429	5,881,885
Marco Brughera	20,237,230	136,257	5,881,885
Jodi Cook	20,191,538	181,949	5,881,885
Jeffrey Hackman	20,282,707	90,780	5,881,885

2.     The resolution to appoint Haskell & White LLP as independent public accounting firm of the Company and to authorize the Board of Directors to fix their remuneration was approved based on the following vote:

Votes For	26,091,716
Votes Withheld	134,491
Votes Against	29,165
Broker Non-Votes	0

3.     The resolution to vote on the advisory vote on executive compensation was approved based on the following vote:

Votes For	19,326,750
Votes Against	336,060
Abstentions	710,677
Broker Non-Votes	5,881,885

4.     The resolution to vote on the advisory vote on the frequency of advisory votes on compensation of Corporations named executive officers was approved based on the following vote:

Votes For Evey One Year	18,235,648
Votes For Evey Two Years	2,326
Votes For Evey Three Years	2,086219
Abstentions	49,294

5.     The resolution to approve certain amendments to Corporation’s 2020 Equity Incentive Plan was approved based on the following vote:

Votes For(1)	17,425,439
Votes Against	1,429,951
Abstentions	751,944
Broker Non-Votes	5,881,885

(1) An aggregate of 766,153 common shares, representing the aggregate number of shares held by officers and directors of the Corporation, has been deducted from the FOR vote in respect of this resolution.

6.       The resolution to ratify and approve the adoption of Fennec’s 2026 Equity Inducement Plan was approved based on the following vote:.

Votes For	18,626,207
Votes Against	1,033,779
Abstentions	713,501
Broker Non-Votes	5,881,885

2

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.

	FENNEC PHARMACEUTICALS INC.
Date June 10, 2026	By:		/s/ Robert Andrade
			Robert Andrade
			Chief Financial Officer

3

FAQ

What did Fennec (FENC) shareholders decide at the latest annual meeting?

Shareholders approved all proposals and director nominees at Fennec’s annual meeting. They elected five directors, ratified Haskell & White LLP as auditor, backed advisory executive pay resolutions, and supported both amendments to the 2020 Equity Incentive Plan and adoption of the 2026 Equity Inducement Plan.

Who was elected to Fennec (FENC) Pharmaceuticals’ board of directors?

Five nominees were elected as directors: Dr. Khalid Islam, Chris A. Rallis, Marco Brughera, Jodi Cook, and Jeffrey Hackman. Each received over 20 million votes for, with relatively small withheld votes and consistent broker non-votes, and will serve until the next annual shareholder meeting.

How did Fennec (FENC) shareholders vote on the company’s auditors?

Shareholders approved appointing Haskell & White LLP as Fennec’s independent public accounting firm. The proposal received 26,091,716 votes for, 134,491 votes withheld, 29,165 votes against, and no broker non-votes, confirming continued engagement of the same audit firm with strong support.

What was the outcome of Fennec’s (FENC) advisory vote on executive compensation?

The advisory vote on executive compensation was approved by shareholders. The resolution received 19,326,750 votes for, 336,060 against, and 710,677 abstentions, with 5,881,885 broker non-votes, indicating support for the company’s current executive pay program on a non-binding basis.

How often will Fennec (FENC) hold advisory votes on executive pay?

Shareholders favored holding advisory votes on executive compensation every year. The frequency vote showed support for one-year intervals over two-year and three-year alternatives, with additional abstentions recorded, aligning the company’s say-on-pay frequency with common annual voting practices.

What equity plans did Fennec (FENC) shareholders approve at the meeting?

Investors approved amendments to Fennec’s 2020 Equity Incentive Plan and ratified and approved the 2026 Equity Inducement Plan. The 2020 plan vote deducted 766,153 common shares held by officers and directors from the for votes, while both measures still gained shareholder approval.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB