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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 18, 2025
PALISADE
BIO, INC.
(Exact
name of Registrant as Specified in Its Charter)
Delaware |
|
001-33672 |
|
52-2007292 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
1902
Wright Place
Suite
200 |
|
|
Carlsbad,
California |
|
92008 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (858) 704-4900
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 Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, par value $0.01 per share |
|
PALI |
|
Nasdaq
Capital Market |
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
8.01. Other Events.
On
September 18, 2025, Palisade Bio, Inc. (the “Company”) convened and then determined to adjourn, without conducting any business,
a special meeting of stockholders (the “Special Meeting”) because the Company did not have a sufficient number of shares
of the Company’s Common Stock present in person or represented by proxy at the Special Meeting to constitute a quorum. The adjourned
Special Meeting will reconvene on Friday, September 26, 2025 at 10:00 a.m. Pacific Time.
The
close of business on July 28, 2025 will continue to be the record date for the determination of stockholders of the Company entitled
to vote at the Special Meeting. No changes have been made to the proposals to be voted on by stockholders at the Special Meeting. Stockholders
who have previously submitted their proxy or otherwise voted and do not want to change their vote do not need to take any action. Stockholders
may cast their votes by following the instructions set forth in the Company’s definitive proxy statement on Schedule 14A which
was filed with the Securities and Exchange Commission on August 18, 2025 which is available on the SEC’s website at www.sec.gov,
and the voting platform at www.proxydocs.com/PALI.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
Date:
September 18, 2025 |
Palisade
Bio, Inc. |
|
|
|
|
|
/s/
J.D. Finley |
|
By: |
J.D.
Finley |
|
|
Chief
Executive Officer |