Psyence Biomedical (PBM) details 2026 meeting, auditor and share consolidation vote

Rhea-AI Filing Summary

Psyence Biomedical Ltd. filed an amendment to a prior Form 6-K to replace its Notice of Meeting and Form of Proxy exhibits. The updated notice calls an annual and special shareholder meeting to be held in person in Cape Town on January 22, 2026 at 9:00 a.m. New York time.

Shareholders will be asked to receive the audited financial statements for the year ended March 31, 2025 and interim statements for the six months ended September 30, 2025, appoint MNP LLP as auditor and authorize the directors to set audit fees, elect directors, and approve a special resolution for a consolidation of the company’s common shares. Shareholders wishing to vote by proxy must submit their forms by 11:59 p.m. New York time on January 21, 2026.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

_________________

AMENDMENT NO. 1 TO
FORM 6-K/A

_________________

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2026

Commission File Number: 001-41937

_________________

Psyence Biomedical Ltd.

(Translation of registrant’s name into English)

_________________

121 Richmond Street West
Penthouse Suite 1300 Toronto,
Ontario M5H 2K1

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

☒ Form 20-F        ☐ Form 40-F

EXPLANATORY NOTE

This Amendment No. 1 on Form 6-K/A amends the Report on Form 6-K of Psyence Biomedical Ltd. furnished with the Securities and Exchange Commission on January 8, 2026 (the “Original Form 6-K”). This Form 6-K/A is being furnished solely to amend and restate Exhibits 99.2 (Notice of Meeting and Record Date) and 99.3 (p. No other changes have been made to the Original Form 6-K, and all other information contained in the Original Form 6-K remains unchanged. Exhibit 99.1 furnished with the Original Form 6-K are unchanged and are not being re-furnished with this Form 6-K/A.

EXHIBIT INDEX

Exhibit		Description
99.2		Notice of Meeting and Record Date
99.3		Form of Proxy

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: January 12, 2026

Psyence Biomedical Ltd.
By:		/s/ Jody Aufrichtig
Name:		Jody Aufrichtig
Title		Chief Executive Officer and Director

Exhibit 99.2

Psyence Biomedical Ltd.

121 Richmond Steet West
Penthouse Suite 1300
Toronto, Ontario M5H 2K1

NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN that an annual and special meeting (the “Meeting”) of the shareholders (“Shareholders”) of Psyence Biomedical Ltd. (“Psyence,” “ the “Company,” “we,” “us,” or “our”) to be held in person at Venture Workspace Riverlands, Office Building 4, Riverlands, 51 Gogosoa Street, Observatory, Cape Town, 7935, on Thursday, January 22, 2026 at 9:00 a.m. (New York time).

At the Meeting, you will be asked to consider and, if deemed appropriate, to pass, the following:

1. to receive and consider the audited financial statements of the Corporation for the year ended March 31, 2025 and interim condensed financial statements for the six months ended September 30, 2025, together with the report of the auditors thereon;

2. the appointment of MNP LLP as the auditor of the Corporation and to authorize the directors to fix their remuneration;

3. the election of directors of the Corporation; and

4. a special resolution approving the proposed consolidation(s) of the common shares of the Corporation;

The specific details of the matters proposed to be put before the Meeting are set forth in the Circular, which accompanies this Notice of Meeting and forms part hereof.

A shareholder wishing to be represented by proxy at the Meeting or any adjournment thereof must have deposited his, her or its duly executed form of proxy not later than 11:59 P.M. (New York time) on Wednesday, January 21, 2026, or, if the Meeting is adjourned, not later than 48 hours, excluding Saturdays, Sundays and holidays, preceding the time of such adjourned Meeting, at the offices of Continental Stock Transfer & Trust Co., 1 State Street, 30th Floor, New York, NY 10004; (2) by calling, toll free at +1 (800) 509-5586 (3) by facsimile at +1 (212) 509-5152; (3) via email to proxy@continentalstock.com.

The participation of its shareholders is very important to Psyence. Please ensure that the votes attached to your common shares will be exercised at the Meeting.

DATED at Toronto, Ontario as of 2nd day of January 2026

BY ORDER OF THE BOARD OF DIRECTORS

/s/ Jody Aufrichtig

Jody Aufrichtig

Chief Executive Officer & Director

1

FAQ

What is Psyence Biomedical Ltd. (PBM) changing with this Form 6-K/A?

The company is amending a prior Form 6-K solely to update and restate Exhibits 99.2 (Notice of Meeting and Record Date) and 99.3 (Form of Proxy). All other information in the original filing remains unchanged.

When and where is Psyence Biomedical Ltd. (PBM) holding its 2026 shareholder meeting?

The annual and special meeting will be held in person at Venture Workspace Riverlands, Office Building 4, Riverlands, 51 Gogosoa Street, Observatory, Cape Town, 7935, on January 22, 2026 at 9:00 a.m. New York time.

What items will PBM shareholders vote on at the 2026 annual and special meeting?

Shareholders will vote on receiving the audited financial statements for the year ended March 31, 2025 and interim statements for the six months ended September 30, 2025, appointing MNP LLP as auditor and authorizing directors to fix its remuneration, electing directors, and approving a special resolution for a consolidation of the company’s common shares.

What is the proposed share consolidation for Psyence Biomedical Ltd. (PBM)?

The meeting includes a special resolution to approve a proposed consolidation or consolidations of the company’s common shares. Specific consolidation terms are described in the accompanying management circular referenced in the notice.

Who is proposed as auditor for Psyence Biomedical Ltd. (PBM)?

The agenda includes the appointment of MNP LLP as auditor of the corporation, with authorization for the directors to fix the auditor’s remuneration.

What are the proxy voting deadlines for PBM’s 2026 shareholder meeting?

Shareholders who wish to be represented by proxy must deposit a duly executed proxy form no later than 11:59 p.m. New York time on January 21, 2026, or at least 48 hours (excluding weekends and holidays) before any adjourned meeting.

How can Psyence Biomedical Ltd. (PBM) shareholders submit their proxies?

Proxies can be submitted to Continental Stock Transfer & Trust Co. by mail or delivery to 1 State Street, 30th Floor, New York, NY 10004, by calling toll free at +1 (800) 509-5586, by facsimile at +1 (212) 509-5152, or by email at proxy@continentalstock.com.