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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): February 20, 2026
PROPANC
BIOPHARMA, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-42806 |
|
33-0662986 |
(State
or other jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
Number) |
302,
6 Butler Street
Camberwell,
VIC, 3124 Australia
(Address
of registrant’s principal executive office) (Zip code)
+61-03-9882-0780
(Registrant’s
telephone number, including area code)
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 Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.001 |
|
PPCB |
|
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 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Effective
February 20, 2026, Dr. Julian Kenyon retired and stepped down from the Board of Directors (the “Board”) of Propanc Biopharma,
Inc. (the “Company”) to focus on his personal and family life. Dr. Kenyon will remain a medical advisor to the Company. That
same day, the Board filled the vacancy left by Dr. Kenyon and appointed Dr. Ralf Brant to serve on the Board until his removal
or resignation.
Dr.
Brandt is a pharmaceutical and oncology research executive with over thirty years of experience in drug discovery, oncology, angiogenesis,
and pre-clinical development. He has held senior leadership roles including CEO and Founder of vivoPharm Pty Ltd and vivoPharm Global
Pty Ltd, President Discovery at CGIX and VYANT Bio Inc., and executive positions at Novartis and Bionomics Ltd. Dr. Brandt has advanced
more than 50 compounds to clinical studies by generating and presenting non-clinical data to client and/or regulatory bodies, holds five
international patents, and authored 27 peer-reviewed publications and several book chapters. He is an expert in in-vivo and in-vitro
pharmacology, cell biology, animal model development, GLP compliance, and translational research, and serves on several scientific advisory
boards globally including Propanc Biopharma Inc. He earned his PhD in Biochemistry from the Max-Delbrück Center for Molecular
Medicine, Berlin, and has received multiple awards including the prestigious Fogarty Fellowship (NIH, USA).
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits:
| Exhibit No. | | Description |
| | | |
| 10.1 | | Director Agreement dated February 20, 2026 by and between Propanc Biopharma, Inc. and Dr. Ralf Brandt |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Date:
February 26, 2026 |
PROPANC
BIOPHARMA, INC. |
| |
|
|
| |
By: |
/s/
James Nathanielsz |
| |
Name: |
James
Nathanielsz |
| |
Title: |
Chief
Executive Officer and Chief Financial Officer |
