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Lakewood-Amedex shareholders approve 100M shares

Stockholders approved an increase in authorized common stock from 12,500,000 to 100,000,000 shares, alongside reverse-split authority capped at one-for-twenty cumulatively.

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Form Type
8-K

Rhea-AI Filing Summary

Lakewood-Amedex Biotherapeutics Inc. (LABT) reported the results of its September 22, 2026 annual meeting. Kelvin Cooper, Ph.D., Doug Manion, M.D., FRCP (C), Leonard J. DeRoma, and Joseph Tucker, Ph.D. were elected directors through the 2027 annual meeting and until their successors are duly elected and qualified. As of July 30, 2026, 2,369,688 common shares were outstanding and entitled to vote.

Stockholders approved an amendment to increase authorized common stock from 12,500,000 to 100,000,000 shares. They also authorized the board, in its sole and absolute discretion, to file an amendment to effect one or more reverse stock splits at a cumulative ratio not exceeding one-for-twenty (1:20). Other approved matters included setting shares issuable under the 2020 Equity Incentive Plan at 400,000 and ratifying CBIZ CPAs P.C. as the independent registered public accounting firm.

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.
Common shares outstanding and entitled to vote 2,369,688 shares As of July 30, 2026
Authorized common shares before amendment 12,500,000 shares Before the approved articles amendment
Authorized common shares under amendment 100,000,000 shares Approved articles amendment
Maximum cumulative reverse-split ratio One-for-twenty (1:20) Authority for one or more reverse stock splits
Shares issuable under 2020 Equity Incentive Plan 400,000 shares Approved plan amendment
authorized shares technical
"increase the number of authorized shares of common stock"
Authorized shares are the maximum number of shares a company is allowed to issue according to its official plan. Think of it as a company’s set limit on how many pieces of its ownership it can distribute to investors. This number helps investors understand the potential for future growth or change in the company's ownership structure.
reverse stock split technical
"one or more reverse stock splits ... at a cumulative ratio"
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.
broker non-vote technical
"44,473 broker non-votes on this proposal."
A broker non-vote happens when a brokerage firm holds shares in street name for a client but does not cast a ballot on a particular shareholder item because the broker lacks discretionary authority to vote that matter. Think of it like a person who owns a ticket but the ticket-holder refuses to vote on some issues; the share counts for ownership but not for that vote, which can affect whether proposals reach the required number of votes or a quorum.
record date regulatory
"As of the record date of July 30, 2026"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

FAQ

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

What did LABT shareholders approve at the 2026 annual meeting?

Stockholders approved increasing authorized common stock from 12,500,000 to 100,000,000 shares, authorizing the board, in its sole and absolute discretion, to file an amendment to effect reverse splits at a cumulative ratio not exceeding one-for-twenty (1:20), and setting shares issuable under the 2020 Equity Incentive Plan at 400,000.

How many LABT shares were entitled to vote at the annual meeting?

As of July 30, 2026, 2,369,688 shares of common stock were outstanding and entitled to vote.

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

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Learn about SEC filing dates
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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 22, 2026

 

Lakewood-Amedex Biotherapeutics Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   001-43239   20-5274304
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

8031 Cooper Creek Blvd., Unit 103

University Park, Florida

  34201
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (941) 225-2515

 

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 (see General Instruction A.2. below):

 

☐ 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 Rule 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of exchange on which registered
Common Stock, par value $0.0001 per share   LABT   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 22, 2026, Lakewood-Amedex Biotherapeutics Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). As of the record date of July 30, 2026, there were 2,369,688 shares of Common Stock outstanding and entitled to vote. The following is a brief description of each matter voted upon at the Annual Meeting and the voting results.

 

Proposal 1 - Election of Directors

 

The Company’s stockholders elected each of the following nominees to serve as a director until the Company’s 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified:

 

Nominee   For   Against   Withhold   Broker non-vote
Kelvin Cooper, Ph.D.   974,809   0   294,767   44,473
Doug Manion, M.D., FRCP (C)   976,025   0   293,551   44,473
Leonard J. DeRoma   938,954   0   330,622   44,473
Joseph Tucker, Ph.D.   975,720   0   293,856   44,473

 

Proposal 2 - Amendment to Articles of Incorporation to Increase Authorized Shares

 

The Company's stockholders approved the amendment to the Company's articles of incorporation, as amended, to increase the number of authorized shares of common stock from 12,500,000 to 100,000,000. There were 44,473 broker non-votes on this proposal.

 

For

  Against   Abstain
927,022   341,843   711

 

Proposal 3 - Authority to Effect a Reverse Stock Split

 

The Company’s stockholders approved the proposal to authorize the Board of Directors, in its sole and absolute discretion, to file a certificate of amendment to the Company’s articles of incorporation to effect one or more reverse stock splits of the Company’s outstanding common stock at a cumulative ratio not to exceed one-for-twenty (1:20). There were 44,473 broker non-votes on this proposal.

 

For   Against   Abstain
922,614   333,546   13,416

 

Proposal 4 - Amendment to the 2020 Equity Incentive Plan

 

The Company's stockholders approved the amendment to the Company's 2020 Equity Incentive Plan, as amended, to increase the number of shares of Common Stock issuable thereunder to 400,000 shares. There were 44,473 broker non-votes on this proposal.

 

For   Against   Abstain
951,373   317,012   1,191

 

Proposal 5 - Ratification of Independent Registered Public Accounting Firm

 

The Company's stockholders ratified the appointment of CBIZ CPAs P.C. as the Company's independent registered public accounting firm. There were no broker non-votes on this proposal.

 

For   Against   Abstain
1,041,961   33,322   238,766

 

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.

 

  LAKEWOOD-AMEDEX BIOTHERAPEUTICS INC.
     
Date: September 28, 2026 By: /s/ Kelvin Cooper 
    Kelvin Cooper
    Chief Executive Officer

 

2

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