csbr-20251016
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): October 16, 2025
CHAMPIONS ONCOLOGY, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-11504 | 52-1401755 | ||||||||||||
| (State or Other Jurisdiction | (Commission File Number) | (IRS Employer | ||||||||||||
| of Incorporation) | Identification No.) | |||||||||||||
1 University Plaza, Suite 307, Hackensack, New Jersey 07601
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (201) 808-8400
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 Exchange Act
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||||||||||||
| Common Stock, par value $0.001 per share | CSBR | The Nasdaq Stock Market LLC | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o
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. o
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 5.07. | Submission of Matters to a Vote of Security Holders. | |||||||
On October 16, 2025, Champions Oncology, Inc. (the “Company”) held its Annual Meeting of 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:
1. Election of Directors. The seven director nominees named in the Company's 2025 proxy statement were elected to serve for a one-year term expiring at the 2026 Annual Meeting of Stockholders or until their successors are duly elected and qualified, based upon the following votes:
| Director Nominee | Votes For | Votes Withheld | Broker Non-Vote | |||||||||||||||||
| Ronnie Morris, M.D. | 8,992,111 | 735,954 | 931,779 | |||||||||||||||||
| Joel Ackerman | 8,991,092 | 736,973 | 931,779 | |||||||||||||||||
| Robert Brainin | 8,894,744 | 833,321 | 931,779 | |||||||||||||||||
| David Sidransky, M.D. | 8,703,235 | 1,024,830 | 931,779 | |||||||||||||||||
| Daniel Mendelson | 9,240,584 | 487,481 | 931,779 | |||||||||||||||||
| Scott R. Tobin | 9,722,734 | 5,331 | 931,779 | |||||||||||||||||
| Philip Breitfeld, MD. | 9,722,113 | 5,952 | 931,779 | |||||||||||||||||
2. Ratification of Appointment of Independent Registered Accounting Firm. The appointment of EisnerAmper LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2026, was ratified as follows:
| Votes For | Votes Against | Abstain | ||||||||||||
| 10,659,115 | 729 | — | ||||||||||||
3. Non-binding Advisory Resolution Relating to the Compensation of the Company’s Named Executive Officers. The proposal to approve, on a non-binding advisory basis, the compensation of the Company's named executive officers, as described in the Company's 2025 proxy statement, was approved by the following votes:
| Votes For | Votes Against | Abstain | Broker Non-Vote | |||||||||||||||||
| 9,720,681 | 7,262 | 122 | 931,779 | |||||||||||||||||
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 thereunto duly authorized.
| CHAMPIONS ONCOLOGY, INC. | |||||||||||
| (Registrant) | |||||||||||
| Date: October 16, 2025 | By: | /s/ David Miller | |||||||||
| David Miller | |||||||||||
| Chief Financial Officer | |||||||||||