Jasper holders approve 1-for-15 to 1-for-35 reverse split

The approved reverse-split proposal permits Board action on or before December 31, 2026, at a ratio from 1-for-15 to 1-for-35.

Rhea-AI Filing Summary

Jasper Therapeutics, Inc. stockholders approved three proposals at the September 30, 2026 special meeting. The reverse stock split proposal authorizes the Board, in its sole discretion, to effect a split at any time on or before December 31, 2026, at a ratio from 1-for-15 to 1-for-35 (or any number in between), without reducing authorized common shares. Stockholders also approved an increase in authorized common shares from 490,000,000 to 675,000,000, to be effected in the Board’s sole discretion.

The proposals received 21,088,353 votes for the reverse split, 20,722,644 votes for the share increase, and 20,938,915 votes for adjournment. At the meeting, 21,747,865 shares were represented, approximately 65.36% of the 33,274,561 common shares issued and outstanding as of August 10, 2026.

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

Reverse stock split ratio range: 1-for-15 to 1-for-35 (or any number in between) Authorized common shares before proposal: 490,000,000 shares Authorized common shares proposed: 675,000,000 shares +5 more

8 metrics

Reverse stock split ratio range 1-for-15 to 1-for-35 (or any number in between) Approved proposal; ratio to be determined by the Board

Authorized common shares before proposal 490,000,000 shares Existing authorized total

Authorized common shares proposed 675,000,000 shares Increase approved at the special meeting

Shares represented 21,747,865 shares Special meeting on September 30, 2026

Shares represented as a percentage approximately 65.36% Of issued and outstanding common shares as of August 10, 2026

Common shares issued and outstanding 33,274,561 shares As of August 10, 2026, the record date

Votes for reverse stock split proposal 21,088,353 votes Special meeting vote

Votes for authorized share increase proposal 20,722,644 votes Special meeting vote

Key Terms

reverse stock split, authorized number of shares, broker non-votes

3 terms

reverse stock split technical

"to effect ... a reverse stock split of the Common Stock"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

authorized number of shares financial

"without reducing the authorized number of shares of Common Stock"

broker non-votes financial

"Votes For | Votes Against | Abstentions | Broker Non-Votes"

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.

FAQ

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

Did JSPR shareholders approve a reverse stock split?

Yes. Stockholders approved a proposal allowing the Board, in its sole discretion, to effect a 1-for-15 to 1-for-35 reverse stock split (or any number in between) on or before December 31, 2026.

Did JSPR approve an increase in authorized shares?

Yes. Stockholders approved increasing authorized common shares from 490,000,000 to 675,000,000, with the increase to be effected in the Board’s sole discretion.

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

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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 30, 2026

JASPER THERAPEUTICS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-39138		84-2984849
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2200 Bridge Pkwy Suite #102
Redwood City, California 94065

(Address of Principal Executive Offices) (Zip Code)

(650) 549-1400

Registrant’s telephone number, including area code

N/A

(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 Exchange Act:

(Title of each class)		(Trading Symbol)		(Name of exchange on which registered)
Voting Common Stock, par value $0.0001 per share		JSPR		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 30, 2026, Jasper Therapeutics, Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting”). At the Special Meeting, a total of 21,747,865 shares of the Company’s voting common stock, $0.0001 par value per share (the “Common Stock”), or approximately 65.36% of the 33,274,561 shares of the Common Stock issued and outstanding as of August 10, 2026, the record date for the Special Meeting, were represented virtually or by proxy.

At the Special Meeting, the Company’s stockholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 4, 2026.

Set forth below is a brief description of each proposal voted upon at the Special Meeting and the voting results with respect to each proposal. Each proposal was approved at the Special Meeting.

Proposal No. 1: To approve an amendment to the Company’s Second Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to effect, in the sole discretion of the Company’s Board of Directors (the “Board”) at any time on or before December 31, 2026, a reverse stock split of the Common Stock, at a ratio to be determined by the Board within a range of 1-for-15 to 1-for-35 (or any number in between), without reducing the authorized number of shares of Common Stock, and without further approval or authorization of the Company’s stockholders (the “Reverse Stock Split Proposal”).

Votes For		Votes Against		Abstentions		Broker Non-Votes
21,088,353		567,692		91,820		–

Proposal No. 2: To approve an amendment to the Certificate of Incorporation to increase the total number of authorized shares of Common Stock from 490,000,000 shares to 675,000,000 shares, to be effected in the sole discretion of the Board (the “Authorized Share Increase Proposal”).

Votes For		Votes Against		Abstentions		Broker Non-Votes
20,722,644		903,655		121,566		–

Proposal No. 3: To approve the adjournment of the Special Meeting, if necessary, to solicit additional proxies if there were not sufficient votes in favor of the Reverse Stock Split Proposal or the Authorized Share Increase Proposal (the “Adjournment Proposal”).

Votes For		Votes Against		Abstentions		Broker Non-Votes
20,938,915		528,123		280,827		–

1

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.

	JASPER THERAPEUTICS, INC.
Date: October 5, 2026	By:	/s/ Herb Cross
		Name:	Herb Cross
		Title:	Chief Financial Officer

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Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB