8-K
InMed Pharmaceuticals Inc. (INM)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORTPursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): December 19, 2023
InMed Pharmaceuticals Inc.
(Exact Name of Registrant as Specified in Its Charter)
| British Columbia | 001-39685 | 98-1428279 |
|---|---|---|
| (State<br> or Other Jurisdiction <br><br> of Incorporation) | (Commission<br> File Number) | (IRS<br> Employer <br><br> Identification No.) |
| Suite 310 – 815 W. Hastings Street<br><br> <br>Vancouver**, B.C.**<br><br> <br>Canada | V6C 1B4 | |
| --- | --- | |
| (Address of Principal Executive<br> Offices) | (Zip Code) |
(Registrant’s
Telephone Number, Including Area Code): (604) 669-7207
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 Shares, no par value | INM | The Nasdaq Stock Market<br> 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 5.07: Submission of Matters to a Vote of Security Holders.
On December 19, 2023, InMed Pharmaceuticals Inc., or the “Corporation”, held its Annual General Meeting of Shareholders. At the meeting, shareholders voted in favor of all items of business, as indicated below:
Proposal No. 1—Electionof Directors
The Corporation’s shareholders voted to elect the following persons to the board of directors of the Corporation, each to serve until the 2024 Annual General Meeting of Shareholders:
| Nominee | Votes For | %<br> Votes For | Votes Withheld | %<br> Votes Withheld | Broker Non-Votes |
|---|---|---|---|---|---|
| Eric A. Adams | 160,711 | 76.09% | 50,513 | 23.91% | 1,081,422 |
| Andrew Hull | 141,398 | 66.94% | 69,826 | 33.06% | 1,081,422 |
| Janet Grove | 141,882 | 67.17% | 69,342 | 32.83% | 1,081,422 |
| Bryan Baldasare | 145,659 | 68.96% | 65,565 | 31.04% | 1,081,422 |
| Nicole Lemerond | 145,865 | 69.06% | 65,359 | 30.94% | 1,081,422 |
Proposal No. 2—Appointmentof Independent Registered Public Accounting Firm
The Corporation’s shareholders voted to approve the appointment of Marcum LLP as the independent registered public accounting firm of the Corporation until the 2024 Annual General Meeting of Shareholders or until a successor is named.
| Votes For | % Votes For | Vote Against | % Votes Against | Abstain | BrokerNon- Votes |
|---|---|---|---|---|---|
| 1,169,259 | 90.45% | 0 | 0% | 123,387 | 0 |
1
Item 7.01 Regulation FD Disclosure.
On December 19, 2023, the Corporation issued a press release announcingthe voting results of the meeting. A copy of the press release is furnished hereto as Exhibit 99.1.
The information set forth in this Item 7.01, including Exhibits 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information set forth in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit 99.1. | Press release, dated December<br>19, 2023 |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
2
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, 2023
| INMED PHARMACEUTICALS INC. | |
|---|---|
| By: | /s/<br> Eric A. Adams |
| Name: | Eric<br> A. Adams |
| Title: | Chief Executive Officer |
3
Exhibit 99.1
| NASDAQ: INM ****<br><br> <br><br><br> <br>Suite 310-815 W. Hastings St.<br><br> <br>Vancouver, BC, Canada V6C 1B4<br><br> <br>Tel: +1.604.669.7207<br><br> <br>Email: info@inmedpharma.com<br><br> <br>www.inmedpharma.com |
|---|
InMed Announces Results of 2023 Annual GeneralMeeting
Vancouver, BC – December 19, 2023 – InMed Pharmaceuticals Inc. (“InMed” or the “Company”) (Nasdaq: INM), a leader in the pharmaceutical research, development and manufacturing of rare cannabinoids and cannabinoid analogs, today confirmed that, at its annual general meeting of shareholders held on December 19, 2023 (the “Meeting”), all of the matters put forward before shareholders for consideration and approval as set out in InMed’s notice of meeting and management information circular, dated October 27, 2023, were approved by the shareholders. A total of 1,292,647 common shares of the Company, representing approximately 38.84% of the Company’s 3,328,191 issued and outstanding common shares, were represented in person or by proxy at the Meeting. In particular, shareholders approved the election of all director nominees to hold office until the next annual meeting of shareholders or until their successors are elected or appointed. Results of the vote for the election of directors at the Meeting are set out as follows:
| Votes For | Withheld Votes | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Director | Number | Percentage | Number | Percentage | ||||||
| Eric A. Adams | 160,711 | 76.09 | % | 50,513 | 23.91 | % | ||||
| Janet Grove | 141,882 | 67.17 | % | 69,342 | 32.83 | % | ||||
| Andrew Hull | 141,398 | 66.94 | % | 69,826 | 33.06 | % | ||||
| Nicole Lemerond | 145,865 | 69.06 | % | 65,359 | 30.94 | % | ||||
| Bryan Baldasare | 145,659 | 68.96 | % | 65,565 | 31.04 | % |
InMed filed a report of voting results on SEDAR at www.sedar.com on December 19, 2023.
About InMed:
InMed Pharmaceuticals is a global leader in the research, development, manufacturing and commercialization of rare cannabinoids and cannabinoid analogs, including clinical and preclinical programs targeting the treatment of diseases with high unmet medical needs. We also have significant know-how in developing proprietary manufacturing approaches to produce cannabinoids for various market sectors. For more information, visit www.inmedpharma.com and www.baymedica.com.
Investor Contact:
Colin Clancy
Vice President, Investor Relations
and Corporate Communications
T: +1.604.416.0999
E: cclancy@inmedpharma.com
Cautionary Note Regarding Forward-Looking Information:
This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws. Forward-looking information is based on management’s current expectations and beliefs and is subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Forward-looking information in this news release includes statements about: being a global leader in the manufacturing and development of rare cannabinoids and delivering new treatment alternatives to patients that may benefit from cannabinoid-based pharmaceutical drugs.
All forward-looking information herein is qualified in its entirety by this cautionary statement, and InMed disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.