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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): July 25, 2025
| PALATIN
TECHNOLOGIES, INC. |
| (Exact
name of registrant as specified in its charter) |
| Delaware |
|
001-15543 |
|
95-4078884 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 103
Carnegie Center Drive, Suite 300, Princeton, NJ |
|
08512 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (609) 495-2200
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 |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.01 per share |
|
PTN |
|
NYSE
American |
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. ☐
EXPLANATORY
NOTE
This
Current Report on Form 8-K/A (this “Amended Form 8-K”) amends Item 5.07 of the Current Report on Form 8-K filed
by Palatin Technologies, Inc. (the “Company”) with the Securities and Exchange Commission on July 29, 2025 (the “Original
Form 8-K”). Item 5.07 of the Original Form 8-K reported the results of the matters submitted for stockholder
action at the Company’s 2025 annual meeting of stockholders held on July 25, 2025 (the “2025 Annual Meeting”). The
sole purpose of this Amended Form 8-K is to disclose, in accordance with Item 5.07(d) of Form 8-K, the Company’s decision
as to the frequency of future non-binding advisory votes to approve the compensation of the Company’s named executive
officers. Except as set forth herein, no other changes have been made to the Original Form 8-K.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At
the 2025 Annual Meeting, consistent with the recommendation of the Company’s Board of Directors, the Company’s stockholders
approved, on an advisory, non-binding basis, to hold future stockholder advisory votes on the compensation of the Company’s
named executive officers every year. In light of these results, the Company’s Board of Directors has determined to include an advisory
vote on the compensation paid to the named executive officers in the Company’s proxy materials every year until the next required
vote on the frequency of future advisory votes on named executive officer compensation.
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:
December 19, 2025 |
PALATIN
TECHNOLOGIES, INC. |
| |
|
| |
/s/
Stephen T. Wills |
| |
Stephen
T. Wills, CPA, MST |
| |
Executive
Vice President, Chief Financial
Officer
and Chief Operating Officer |
