Wellgistics Health withdraws preliminary proxy filing

Wellgistics Health, Inc. reported that it has requested withdrawal of its Preliminary Proxy Statement on Schedule 14A related to a planned special meeting of stockholders.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)How Sentiment works

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Form Type

8-K

Rhea-AI Filing Summary

Wellgistics Health, Inc. reported that it has requested withdrawal of its Preliminary Proxy Statement on Schedule 14A related to a planned special meeting of stockholders. The company decided not to move forward with those preliminary proxy materials as it continues to evaluate potential strategic transactions.

Wellgistics noted that it may file revised proxy materials at a later date once its review progresses. No definitive proxy materials connected to the withdrawn preliminary proxy statement were mailed or otherwise distributed to stockholders.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Terms

Preliminary Proxy Statement, Schedule 14A, special meeting of stockholders, strategic transactions, +1 more

5 terms

Preliminary Proxy Statement regulatory

"requested withdrawal of the Company’s Preliminary Proxy Statement on Schedule 14A"

A preliminary proxy statement is an advance draft of the information a company will send shareholders before a vote, outlining items like board elections, mergers, executive pay, and shareholder proposals. It matters to investors because it lays out what will be decided, management’s recommendations, and key facts that can affect a company’s direction and stock value — like receiving the agenda and background packet before a town-hall vote.

Schedule 14A regulatory

"Preliminary Proxy Statement on Schedule 14A previously filed with the Securities and Exchange Commission"

Schedule 14A is a document that companies file with regulators to share important information with shareholders before a big vote, like approving a merger or election of directors. It matters because it helps investors understand what’s happening so they can make informed decisions about the company’s future.

special meeting of stockholders financial

"previously filed proxy materials relating to a special meeting of stockholders"

A special meeting of stockholders is an unscheduled gathering called to let shareholders vote on specific, often urgent company decisions—like mergers, major asset sales, changes to the board, or amendments to governing rules. Think of it as an emergency town hall where owners cast ballots in person or by mail/online; outcomes can materially change a company’s strategy, control or value, so investors pay close attention and may need to vote or adjust holdings accordingly.

strategic transactions financial

"as the Company continues to evaluate potential strategic transactions"

Strategic transactions are planned deals a company makes to change its size, focus or capabilities—such as buying or selling businesses, forming partnerships, licensing assets, or merging with another firm. Investors care because these moves can reshape future revenue, costs and risks; like rearranging a toolbox to work more efficiently, a successful transaction can speed growth or cut expenses, while a poor one can drain cash and distract management.

definitive proxy materials regulatory

"No definitive proxy materials relating to the withdrawn preliminary proxy statement were distributed or mailed"

Definitive proxy materials are the finalized information packets and voting forms that a company files and sends to shareholders ahead of a meeting where votes are taken, such as elections of directors or approval of major changes. Like a mailed ballot and voter guide for a civic election, they lay out the proposals, background, management recommendations, compensation details and how to cast a vote, so investors can make informed decisions that affect ownership and control.

FAQ

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

Why did Wellgistics Health (WGRX) withdraw its preliminary proxy statement?

Wellgistics Health withdrew its preliminary proxy statement because it chose not to proceed with those materials while evaluating potential strategic transactions. The company may prepare and file revised proxy materials once its review and planning around strategic options are further developed.

What was the withdrawn Wellgistics Health (WGRX) proxy statement about?

The withdrawn proxy statement was a Preliminary Proxy Statement on Schedule 14A relating to a special meeting of stockholders. It superseded earlier proxy materials for that meeting before the company decided to withdraw it and reassess its strategic and transactional plans.

Did Wellgistics Health (WGRX) send any definitive proxy materials to stockholders?

No definitive proxy materials related to the withdrawn preliminary proxy statement were distributed or mailed to stockholders. The withdrawal occurred after filing with the SEC, and the company clarified that stockholders did not receive final voting materials tied to this preliminary filing.

Can Wellgistics Health (WGRX) file new proxy materials after this withdrawal?

Yes. Wellgistics Health stated it may file revised proxy materials with the SEC at a later date. Any new materials would reflect the company’s ongoing evaluation of potential strategic transactions and would guide stockholders regarding a future special meeting, if pursued.

How does this 8-K affect the planned special meeting for Wellgistics Health (WGRX)?

The 8-K indicates the preliminary proxy for the special meeting has been withdrawn, pausing the process based on those materials. The company continues evaluating strategic transactions and may restart the process with revised proxy materials when its plans become clearer.

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

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Accepted by SEC EDGAR 05/18/2026 - 07:20 AM EDT

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): May 18, 2026

WELLGISTICS HEALTH, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-42530

93-3264234

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

3000 Bayport Drive

Suite 950

Tampa, FL 33607

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (844) 203-6092

Not Applicable

(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(s)	Name of each exchange on which registered

Common Stock, $0.0001 par value per share	WGRX	The Nasdaq Capital 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 8.01 Other Events.

On May 18, 2026, Wellgistics Health, Inc. (the “Company”) filed correspondence with the Securities and Exchange Commission requesting withdrawal of the Company’s Preliminary Proxy Statement on Schedule 14A previously filed with the Securities and Exchange Commission on May 14, 2026, which superseded the Company’s previously filed proxy materials relating to a special meeting of stockholders.

The Company determined not to proceed with the preliminary proxy materials in their current form at this time as the Company continues to evaluate potential strategic transactions. The Company may file revised proxy materials with the Securities and Exchange Commission at a later date.

No definitive proxy materials relating to the withdrawn preliminary proxy statement were distributed or mailed to stockholders.

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: May 18, 2026	WELLGISTICS HEALTH, INC.

	By:	/s/ Prashant Patel
		Prashant Patel, President

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents