8-K
InMed Pharmaceuticals Inc. (INM)
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):
December 17, 2025
INMED PHARMACEUTICALS INC.(Exact name of registrant as specified in its charter)
| British Columbia | 001-39685 | 98-1428279 |
|---|---|---|
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
Suite 1445 – 885 West Georgia Street
Vancouver, British Columbia, Canada
V6C 3E8
\(Address of principal executive offices\) \(ZIP Code\)
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 Symbols | Name of each exchange on which registered |
|---|---|---|
| Common Shares, no par value | INM | The Nasdaq Stock 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 5.07: Submission of Matters to a Vote of Security Holders.
On December 17, 2025, InMed Pharmaceuticals Inc. (the "Corporation") held its 2025 Annual General and Special Meeting of Shareholders (the "Meeting"). At the Meeting, all items of business were voted upon by the shareholders, as indicated below:
Proposal No. 1-Presentation of Financial Statements
The Company's audited consolidated financial statements for the fiscal year ended June 30, 2025, including the related management's discussion and analysis and auditors report was presented to shareholders at the Meeting. No vote was taken with respect to the audited annual financial statements and receipt of the audited annual financial statements did not, and does not, constitute approval or disapproval of any matters referred to therein.
Proposal No. 2-Election of Directors
The Corporation's shareholders approved the election of five director nominees to the Corporation's board of directors (the "Board") to hold office until the 2026 Annual General Meeting of Shareholders or until their successors are elected or appointed.
Results of the vote for the election of the Board at the Meeting are set out as follows:
| Director | Votes For | Withheld Votes | ||
|---|---|---|---|---|
| Number | Percentage | Number | Percentage | |
| Eric A. Adams | 125,352 | 82.03% | 27,469 | 17.98% |
| Andrew Hull | 125,315 | 82.00% | 27,506 | 18.00% |
| Nicole Lemerond | 125,485 | 82.11% | 27,336 | 17.89% |
| Neil Klompas | 125,444 | 82.09% | 27,377 | 17.91% |
| John Bathery | 125,227 | 81.94% | 27,594 | 18.06% |
Proposal No. 3-Appointment of Auditor
The Corporation's shareholders voted at the Meeting to approve the appointment of CBIZ CPAs P.C as the independent registered public accounting firm of the Corporation until the 2026 Annual General Meeting of Shareholders or until a successor is named.
| Votes For | % Votes For | Votes Against | Votes Abstained | % Votes Abstained^1^ | Broker Non-Votes |
|---|---|---|---|---|---|
| 783,232 | 78.84% | 0 | 210,258 | 21.16% | 1 |
2
Proposal No. 4-SEPA Share Issuance Proposal
Shareholders approved by ordinary resolution the potential issuance of 20% or more of the Corporation's common shares issued and outstanding as of December 13, 2024 pursuant to the Standby Equity Purchase Agreement with YA II PN, Ltd., as amended on June 13, 2025, pursuant to Nasdaq Listing Rules 5635(d) and 5635(b).
| Votes For | % Votes For | Vote Against | % VotesAgainst | Abstain | Broker Non- <br>Votes |
|---|---|---|---|---|---|
| 100,693 | 65.89% | 52,128 | 34.11% | 0 | 840,670 |
Proposal No. 5-Other Business
No other matters came to a vote before the Metting other than as set forth above.
| Votes For | % Votes For | Vote Against | % Votes Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|---|
| 129,408 | 84.68% | 23,414 | 15.32% | 0 | 840,699 |
Item 7.01 Regulation FD Disclosure.
On December 18, 2024, the Corporation issued a press release announcing the voting results of the Meeting and other related matters. 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, including, without limitation, any registration statement filed pursuant thereto, 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 17, 2025 |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 17, 2025
| INMED PHARMACEUTICALS INC. | |
|---|---|
| By: | /s/ Eric A. Adams |
| Name: | Eric A. Adams |
| Title: | Chief Executive Officer |
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InMed Pharmaceuticals Inc.: Exhibit 99.1 - Filed by newsfilecorp.com
| NASDAQ: INM<br> **** <br>1445 - 885 West Georgia St.<br>Vancouver, BC, Canada V6C 3E8<br>Tel: +1.604.669.7207<br>Email: info@inmedpharma.com<br>www.inmedpharma.com |
|---|
InMed Announces Results of 2025 Annual General and Special Meeting
Vancouver, British Columbia - December 17, 2025. InMed Pharmaceuticals Inc. (NASDAQ: INM) ("InMed" or the "Company"), a pharmaceutical company focused on developing a pipeline of proprietary small molecule drug candidates for diseases with high unmet medical needs, today confirmed that, at its annual general and special meeting of shareholders held on December 17, 2025 (the "Meeting"), the matters put forward before shareholders for consideration and approval as set out in InMed's notice of meeting and management information circular, dated November 3, 2025, were voted upon by the shareholders. A total of 993,491 common shares of the Company, representing approximately 35.43% of the Company's 2,804,186 issued and outstanding common shares, were represented in person or by proxy at the Meeting.
Results of the vote for the election of the board of directors (the "Board") at the Meeting are set out as follows:
| Director | Votes For | Withheld Votes | ||
|---|---|---|---|---|
| Number | Percentage | Number | Percentage | |
| Eric A. Adams | 125,352 | 82.03% | 27,469 | 17.98% |
| Andrew Hull | 125,315 | 82.00% | 27,506 | 18.00% |
| Nicole Lemerond | 125,485 | 82.11% | 27,336 | 17.89% |
| Neil Klompas | 125,444 | 82.09% | 27,377 | 17.91% |
| John Bathery | 125,227 | 81.94% | 27,594 | 18.06% |
In addition, shareholders voted to approve CBIZ CPAs P.C. as the Company's auditors for the following year.
Shareholders also voted to approve the potential issuance of 20% or more of the Company's common shares issued and outstanding as of December 13, 2024, pursuant to the Standby Equity Purchase Agreement with YA II PN, Ltd., as amended on June 13, 2025, pursuant to Nasdaq Listing Rules 5635(d) and 5635(b) (the "SEPA").
InMed filed a report of voting results on SEDAR at www.sedarplus.ca on December 17, 2025.
About InMed:
InMed Pharmaceuticals is a pharmaceutical company focused on developing a pipeline of proprietary small molecule drug candidates targeting the CB1/CB2 receptors. InMed's pipeline consists of three separate programs in the treatment of Alzheimer's, ocular and dermatological indications. For more information, visit www.inmedpharma.com.
Investor Contact:
Colin Clancy
Vice President, Investor Relations
and Corporate Communications
T: +1 604 416 0999
E: ir@inmedpharma.com
Cautionary Note Regarding Forward-Looking Information:
This news release, and oral statements by the Company and its executive officers and directors, contain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities laws. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "potential", "possible", "would" and similar expressions. Such statements, based as they are on current expectations of management, inherently involve numerous risks, uncertainties and assumptions, known and unknown, many of which are beyond our control. 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. Without limiting the foregoing, forward-looking information includes, but is not limited to, statements about H.R. 5371, the "Continuing Appropriations, Agriculture, Legislative Branch, Military Construction and Veterans Affairs, and Extensions Act, 2026" (the "Act"), the impact of the Act on BayMedica Inc., any potential modifications to the Act and/or the timing thereof and the alternative options available to BayMedica and the Company, statements about developing a pipeline of proprietary small molecule drug candidates for diseases with high unmet medical needs, and statements about the potential issuance of common shares pursuant to the SEPA.
Additionally, there are known and unknown risk factors which could cause InMed's actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein. A complete discussion of the risks and uncertainties facing InMed's business is disclosed in InMed's Annual Report on Form 10-K, and its Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any other documents filed or furnished with the Securities and Exchange Commission available on www.sec.gov.
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.