8-K
PALISADE BIO, INC. (PALI)
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
Dateof Report (Date of earliest event reported): October 9, 2025
PALISADE
BIO, INC.
(Exactname of Registrant as Specified in Its Charter)
| Delaware | 001-33672 | 52-2007292 |
|---|---|---|
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 1902 Wright Place<br><br> <br>Suite 200 | ||
| --- | --- | |
| Carlsbad, California | 92008 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’stelephone number, including area code: (858) 704-4900
N/A
(Formername 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<br> pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant<br> to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications<br> 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, par value $0.01 per share | PALI | 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. ☐
Item8.01. Other Events.
On October 9, 2025, Palisade Bio, Inc. (the “Company”) issued a press release announcing that the Company had determined to cancel its special meeting of stockholders that was scheduled to reconvene on Friday, October 10, 2025 at 10:00 a.m. Pacific Time (the “Special Meeting”) and to withdraw from consideration by the Company’s stockholders the proposals set forth in the definitive proxy statement filed with the U.S. Securities and Exchange Commission on August 18, 2025. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated October 9, 2025. |
| 104 | Cover<br> 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 on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: October 9, 2025 | Palisade Bio, Inc. | |
|---|---|---|
| /s/ J.D. Finley | ||
| By: | J.D. Finley | |
| Chief Executive Officer |
Exhibit 99.1

PalisadeBio Announces Cancellation of Special Meeting of Stockholders
Carlsbad,CA — October 9, 2025 — Palisade Bio, Inc. (Nasdaq: PALI) (“Palisade”, “Palisade Bio”, or the “Company”), a clinical-stage biopharmaceutical company advancing novel therapeutics for patients living with autoimmune, inflammatory, and fibrotic diseases, today announced that the Company determined to cancel its previously adjourned special meeting of stockholders (the “Special Meeting”), which had been scheduled to reconvene on Friday, October 10, 2025, at 10:00 a.m. Pacific Time.
The Special Meeting was previously adjourned to, and reconvened on, September 26, 2025, but was adjourned again without any business being conducted, due to the lack of the required quorum as of the meeting time. As of today, the Company has still not received proxies that would constitute a quorum and has decided to cancel the Special Meeting and to withdraw from consideration by the Company’s stockholders the proposals set forth in the definitive proxy statement filed with the U.S. Securities and Exchange Commission on August 18, 2025.
AboutPalisade Bio
Palisade Bio is a clinical-stage biopharmaceutical company focused on developing and advancing novel therapeutics for patients living with autoimmune, inflammatory, and fibrotic diseases. The Company believes that by using a targeted approach with its novel therapeutics it will transform the treatment landscape. For more information, please go to www.palisadebio.com.
InvestorRelations Contact
JTC Team, LLC
Jenene Thomas
908-824-0775
PALI@jtcir.com