Incannex Healthcare Ltd SEC Filings

Incannex Healthcare Inc. reported the results of its 2025 Annual Meeting of Stockholders held virtually on January 15, 2026. Out of 347,705,507 shares of common stock issued and outstanding as of the October 24, 2025 record date, 119,550,295 shares, or approximately 34.38% of eligible shares, were present in person or by proxy, establishing a quorum for business.

Stockholders elected Dr. George Anastassov and Robert Clark as directors to serve until the 2028 Annual Meeting and until their successors are duly elected and qualified. Dr. Anastassov received 55,032,850 votes for and 3,295,276 votes withheld, while Robert Clark received 56,220,279 votes for and 2,107,847 votes withheld; each director election had 61,222,169 broker non-votes. Stockholders also ratified the appointment of Grant Thornton Audit Pty Ltd as the independent registered public accounting firm for the fiscal year ending June 30, 2026, with 110,346,963 votes for, 7,877,386 votes against, and 1,325,946 votes abstaining.

Incannex Healthcare Inc. reported that on January 15, 2026 it won a Research and Development Award for its obstructive sleep apnea program in the 2025 Clinical Trials Arena Excellence Awards. This recognition highlights the company’s work in developing treatments for obstructive sleep apnea.

The company also noted that additional details about the award and the program are provided in a press release, which is included as Exhibit 99.1 to this report and incorporated by reference.

Incannex Healthcare Inc. filed a current report to disclose that, on January 14, 2026, it issued a press release titled “Incannex Healthcare Inc. Delivers Transformational 2025 Progress and Outlines Well-Funded Outlook for 2026.” The press release is attached as an exhibit and incorporated by reference, and is described as outlining the company’s 2025 progress and its well-funded outlook for 2026.

Incannex Healthcare Inc. reported that its 2025 annual meeting of stockholders did not have enough common shares present or represented by proxy to reach a quorum. The shortfall was primarily tied to Proposal No. 2, the auditor ratification proposal, which was treated as a non-routine item because of an administrative error by the company’s transfer agent.

As a result, the annual meeting was adjourned and is scheduled to reconvene virtually on January 15, 2026 at 11:00 a.m. Gulf Standard Time via live audio webcast at www.meetnow.global/MD59M9U. Incannex is working with the transfer agent and other parties to have the auditor ratification proposal reclassified as routine, which would allow brokers and other nominees to use discretionary voting authority for shares held in street name.

During the adjournment, the company will continue soliciting proxies for all proposals described in its proxy statement. Proxies already submitted will remain valid and will be voted at the reconvened meeting unless properly revoked, so stockholders who have already voted do not need to take further action.

Incannex Healthcare Inc. (IXHL) reported its September 30, 2025 quarter with higher liquidity and a wider loss. The company recorded a net loss of $6.4 million versus $5.4 million a year ago as general and administrative expenses rose to $5.7 million. Research and development expense decreased to $1.1 million, reflecting trial timing and program resourcing.

Liquidity strengthened materially during the quarter. Cash and cash equivalents increased to $73.3 million from $15.0 million, driven by share issuances that provided $69.5 million in gross proceeds and $67.2 million net cash from financing. Stockholders’ equity rose to $77.0 million from $13.4 million. The company stated its cash should fund planned operations for at least twelve months from these financial statements. Shares issued and outstanding were 347,705,507 at quarter-end; as of November 14, 2025, shares outstanding were 346,225,507 following a buyback of 1,480,000 shares at $0.41 per share.

Operations and programs continued. The Phase 2/3 RePOSA trial for IHL-42X remained the primary R&D spend driver. Revenue from customers was zero for the quarter. The company maintained its prior disclosure of a material weakness in internal control over financial reporting and outlined ongoing remediation steps.

Incannex Healthcare (IXHL) director Troy Valentine reported acquiring 11,302,608 shares of common stock at $0 on November 14, 2025, as a restricted stock grant under the company’s 2023 Equity Incentive Plan. Following the grant, he beneficially owned 12,001,858 shares directly.

The restricted shares vest in four tranches of 2,825,652 each on December 10, 2025; June 30, 2026; June 30, 2026; and June 30, 2027. He also reported indirect holdings, including 242,862 shares via Alignment Capital Pty Ltd.

Incannex Healthcare (IXHL) director Robert Clark reported acquiring 1,686,956 shares of common stock on 11/14/2025 at $0, granted as restricted stock under the 2023 Equity Incentive Plan. Following the grant, he beneficially owns 1,786,956 shares, held directly.

The award vests in four tranches: 421,739 on December 10, 2025; 421,739 on June 30, 2026; 421,739 on June 30, 2026; and 421,739 on June 30, 2027.

Incannex Healthcare (IXHL) reported a director’s Form 4 showing an acquisition of 1,686,956 shares of restricted common stock at $0 on November 14, 2025 under the company’s 2023 Equity Incentive Plan. The award vests in four tranches: 421,739 on December 10, 2025, 421,739 on June 30, 2026, another 421,739 on June 30, 2026, and 421,739 on June 30, 2027. Following the grant, the reporting person beneficially owns 1,957,803 shares, held directly.

Incannex Healthcare (IXHL) reported an insider equity grant. The company’s CFO, Treasurer and Secretary received 869,565 shares of common stock at $0 on 11/14/2025, reported as an acquisition. Following the grant, beneficial ownership stands at 921,358 shares, held directly. The award is restricted stock under the 2023 Equity Incentive Plan, vesting in three equal tranches of 289,855 shares on 12/10/2025, 06/30/2026, and 06/30/2027.