Relmada (NASDAQ: RLMD) holders back higher share cap and equity plan
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Relmada Therapeutics, Inc. reported that stockholders approved a Charter Amendment increasing authorized common shares from 150,000,000 to 200,000,000. This expands the company’s capacity to issue new stock in the future for financing, compensation, or other corporate purposes.
At the 2026 Annual Meeting, 66,571,711 of 104,888,223 eligible common shares, or about 63.47%, were represented. Stockholders elected two Class II directors, ratified CBIZ CPAs P.C. as independent auditor for 2026, and approved an amendment to the 2021 Equity Incentive Plan, lifting its share pool by 3,000,000 to a total of 18,052,942 shares.
Positive
- None.
Negative
- None.
8-K Event Classification
3 items: 5.03, 5.07, 9.01
3 items
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Authorized common shares after amendment: 200,000,000 shares
Authorized common shares before amendment: 150,000,000 shares
Shares outstanding and eligible to vote: 104,888,223 shares
+5 more
8 metrics
Authorized common shares after amendment
200,000,000 shares
Charter Amendment approved at 2026 Annual Meeting
Authorized common shares before amendment
150,000,000 shares
Prior Articles of Incorporation level
Shares outstanding and eligible to vote
104,888,223 shares
Common stock eligible at 2026 Annual Meeting
Shares represented at meeting
66,571,711 shares (63.47%)
Present in person or by proxy at Annual Meeting
Equity plan pool increase
3,000,000 shares
Additional shares for 2021 Equity Incentive Plan
Total 2021 Plan share pool
18,052,942 shares
Aggregate shares available including previous grants
Votes for Charter Amendment
65,072,921 votes
Proposal 4 For votes to increase authorized shares
Votes for auditor ratification
66,097,327 votes
For votes on CBIZ CPAs P.C. as 2026 auditor
Key Terms
Charter Amendment, 2021 Equity Incentive Plan, independent registered public accounting firm, broker non-votes, +1 more
5 terms
Charter Amendment regulatory
"to increase the number of authorized shares of the Company’s common stock from 150,000,000 to 200,000,000 shares (the “Charter Amendment”)."
A charter amendment is a formal change to a corporation’s founding document — its legal rulebook that sets basic structure, powers and shareholder rights. Investors care because amending the charter can alter voting rules, share classes, dividend policies or takeover protections, which can change how value and control are distributed; think of it as revising a building’s blueprint that affects who owns which rooms and who can remodel next.
2021 Equity Incentive Plan financial
"to increase the number of shares of the Company’s common stock available for issuance pursuant to awards under the 2021 Plan by 3,000,000"
independent registered public accounting firm financial
"ratification of the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026."
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
broker non-votes financial
"For | | Against | | Withheld | | Broker Non-Votes 65,072,921 | | 1,170,378 | | 328,412 | | -"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
FAQ
What happened to Relmada’s 2021 Equity Incentive Plan at the 2026 meeting?
Stockholders approved an amendment to the 2021 Equity Incentive Plan, increasing shares available for issuance by 3,000,000 to an aggregate of 18,052,942. This larger pool supports future equity awards to employees, directors, and other service providers under the plan.
Which directors were elected at Relmada Therapeutics’ 2026 Annual Meeting?
Stockholders elected Charles J. Casamento and Sergio Traversa as Class II directors to serve until the 2029 Annual Meeting. Existing Class I director Fabiana Fedeli and Class III directors Paul Kelly and John Glasspool continue in their current board roles.
Did Relmada (RLMD) stockholders ratify the company’s independent auditor for 2026?
Stockholders ratified CBIZ CPAs P.C. as Relmada’s independent registered public accounting firm for the year ending December 31, 2026. The vote was strongly in favor, with 66,097,327 votes for, 104,854 against, and 369,530 withheld, and no broker non-votes.