Rockwell Medical holders OK 2026 votes, reverse split

Rockwell Medical, Inc. reported voting results from its 2026 annual shareholder meeting, where stockholders approved all four proposals, including elections, pay, auditor and capital structure changes.

Rhea-AI Filing Summary

Rockwell Medical, Inc. reported voting results from its 2026 annual shareholder meeting, where stockholders approved all four proposals, including elections, pay, auditor and capital structure changes.

Two Class II directors, Joseph Dawson and Joan Lau, Ph.D., were elected with 9,812,114 and 9,890,379 votes in favor, respectively. Stockholders endorsed executive compensation on an advisory basis with 8,232,918 votes for and ratified EisnerAmper LLP as auditor with 22,996,530 votes for. They also approved an amendment to the Certificate of Incorporation authorizing a reverse stock split of the common stock, with 16,993,038 votes for and 6,597,036 against.

Insights

Corporate governance analyst

All 2026 shareholder proposals, including a reverse split authorization, were approved.

Rockwell Medical’s shareholders backed the full management slate at the 2026 meeting. Both Class II directors received strong support, and the advisory vote on named executive officer compensation passed by a wide margin, indicating general alignment between shareholders and leadership.

Ratification of EisnerAmper LLP as auditor received a large majority of votes, suggesting confidence in the company’s financial reporting oversight. Approval of the charter amendment to permit a reverse stock split gives the board flexibility to adjust the share count and trading price structure if needed, though the specific split ratio and timing are not detailed here.

The impact of the reverse split authorization will depend on whether and how the board ultimately implements it. Future company communications and SEC filings would clarify any execution details, including the effective date and split ratio once determined.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

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.

Key Figures

Votes for Joseph Dawson: 9,812,114 votes Votes for Joan Lau: 9,890,379 votes Say-on-pay votes for: 8,232,918 votes +3 more

6 metrics

Votes for Joseph Dawson 9,812,114 votes Election as Class II director at 2026 annual meeting

Votes for Joan Lau 9,890,379 votes Election as Class II director at 2026 annual meeting

Say-on-pay votes for 8,232,918 votes Advisory approval of named executive officer compensation

Auditor ratification votes for 22,996,530 votes Ratifying EisnerAmper LLP for 2026

Reverse split votes for 16,993,038 votes Charter amendment authorizing reverse stock split of common stock

Reverse split votes against 6,597,036 votes Opposition to reverse stock split authorization

Key Terms

reverse stock split, broker non-votes, advisory basis, independent registered public accounting firm, +1 more

5 terms

reverse stock split financial

"To approve and adopt an amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of the Company’s common stock."

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

broker non-votes regulatory

"For | Against | Abstain | Broker Non-Votes Joseph Dawson | 9,812,114 | 869,022 | 330,731 | 12,801,839"

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.

advisory basis regulatory

"To approve, on an advisory basis, the compensation of the Company's named executive officers."

independent registered public accounting firm financial

"To ratify the selection of EisnerAmper LLP as the Company’s independent registered public accounting firm for 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.

Certificate of Incorporation regulatory

"To approve and adopt an amendment to the Company’s Certificate of Incorporation to effect a reverse stock split"

A certificate of incorporation is an official government document that creates a corporation and records key facts such as its legal name, basic governance structure, and stock authorization—think of it as a company's birth certificate plus its basic rulebook. Investors care because it establishes the company’s legal existence, limits owners’ personal liability, and sets the framework for issuing shares and enforcing shareholder rights, which affects ownership, control and the company’s ability to raise capital.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Rockwell Medical (RMTI) shareholders approve at the 2026 annual meeting?

Shareholders approved all four proposals, including electing two Class II directors, an advisory vote supporting executive compensation, ratifying EisnerAmper LLP as auditor, and amending the charter to authorize a reverse stock split of the company’s common stock.

How did Rockwell Medical (RMTI) shareholders vote on the reverse stock split proposal?

Shareholders approved the reverse stock split charter amendment with 16,993,038 votes for, 6,597,036 against, and 223,632 abstentions. This authorization allows the company to effect a reverse split of its common stock if the board chooses to proceed.

Were Rockwell Medical’s director nominees elected at the 2026 annual meeting?

Yes. Joseph Dawson received 9,812,114 votes for and Joan Lau, Ph.D., received 9,890,379 votes for. Both were elected as Class II directors to serve three-year terms expiring at the 2029 annual meeting, subject to successful qualification of successors.

Did Rockwell Medical (RMTI) shareholders approve executive compensation in 2026?

Yes. In an advisory say-on-pay vote, 8,232,918 votes were cast for the compensation of the company’s named executive officers, with 2,682,354 against and 96,595 abstentions. This reflects majority shareholder support for the disclosed pay programs.

Which audit firm did Rockwell Medical (RMTI) shareholders ratify for 2026?

Shareholders ratified EisnerAmper LLP as Rockwell Medical’s independent registered public accounting firm for 2026. The firm received 22,996,530 votes for ratification, 698,744 votes against, and 118,432 abstentions, indicating broad shareholder support for the existing auditor.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/15/2026 - 04:27 PM Learn about SEC filing dates

0001041024FALSE00010410242026-06-122026-06-12

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):  June 12, 2026

ROCKWELL MEDICAL, INC.

(Exact name of registrant as specified in its charter)

Delaware			000-23661			38-3317208
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

30142 S. Wixom Road, Wixom, Michigan 48393

(Address of principal executive offices, including zip code)

(248) 960-9009

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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 $0.0001

RMTI

Nasdaq Capital Market

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 5.07 Submission of Matters to a Vote of Security Holders.

On June 12, 2026, Rockwell Medical, Inc. held its 2026 Annual Meeting of the Stockholders (the "Annual Meeting"). The following matters were submitted to a vote of the stockholders at the Annual Meeting and the voting results were as follows:

Proposal One: To elect the two Class II directors to serve for a three-year term expiring at the 2029 annual meeting of stockholders and until his or her successor has been duly elected and qualified.

			For			Against			Abstain			Broker Non-Votes
Joseph Dawson			9,812,114			869,022			330,731			12,801,839
Joan Lau, Ph.D.			9,890,379			729,615			391,873			12,801,839

Proposal Two: To approve, on an advisory basis, the compensation of the Company's named executive officers.

For			Against			Abstain			Broker Non-Votes
8,232,918			2,682,354			96,595			12,801,839

Proposal Three: To ratify the selection of EisnerAmper LLP as the Company’s independent registered public accounting firm for 2026.

For			Against			Abstain
22,996,530			698,744			118,432

Proposal Four: To approve and adopt an amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of the Company’s common stock.

For			Against			Abstain
16,993,038			6,597,036			223,632

SIGNATURE

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.

			ROCKWELL MEDICAL, INC.
Date: June 15, 2026			By:			/s/ Mark Strobeck
						Mark Strobeck
						Chief Executive Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.2 KB