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Revelation Biosciences, Inc. filings document a clinical-stage life sciences issuer with listed redeemable warrants under REVBW and common stock under REVB. The record includes 8-K reports for operating results and corporate updates, along with disclosures on Gemini, acute kidney injury, chronic kidney disease, financing activity, and warrant-related capital structure.
Proxy statements describe stockholder voting matters for the Delaware corporation, including director elections, reverse stock split authority, and share issuance matters tied to warrant instruments. The filings also identify governance procedures, meeting proposals, security listings, and the relationship between common stock and redeemable warrants.
Revelation Biosciences, Inc. (Nasdaq: REVB, REVBW) released an 8-K disclosing the voting results of its 23 June 2025 Annual Meeting. A quorum of 796,075 shares (≈39% of the 2,029,796 shares outstanding) was present.
Key outcomes:
- Director election: Lakhmir Chawla was elected Class C director through 2028 (270,872 for / 33,480 against / 491,723 abstain).
- 2021 Equity Incentive Plan amendment: Share reserve will now adjust quarterly, not annually (267,539 for / 33,296 against / 495,240 abstain).
- Say-on-pay: Compensation of named executive officers approved (263,178 for / 35,009 against / 497,888 abstain).
- Say-on-pay frequency: Stockholders chose a three-year voting cycle (253,797 votes) over one-year (45,548) or two-year (2,681) options.
- Reverse stock-split authority: Board can implement one or more reverse splits within 12 months at ratios between 1-for-2 and 1-for-250 (729,206 for / 66,503 against).
- Class H Warrant share issuance: Approved to exceed the 20 % Nasdaq Exchange Cap if required (755,720 for / 37,572 against).
- Change of domicile to Nevada: Received 89 % support of votes cast but failed to reach the statutory outstanding-share threshold (268,216 for / 467,059 abstain).
- Auditor ratification: Baker Tilly US, LLP confirmed for FY-2025 (276,337 for / 20,913 against).
The meeting also featured a brief corporate update from CEO James Rolke (Exhibit 99.1), which was furnished—not filed—and therefore carries no Section 18 liability.
Investor takeaways: All operational and capital-structure proposals passed except the state-reincorporation measure. Authorization for a large (up to 1-for-250) reverse split and the ability to issue shares above the 20 % cap signal potential future dilution and efforts to maintain Nasdaq listing compliance. Quarterly “evergreen” increases to the equity plan may also raise dilution risk. No immediate financial results were disclosed.