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): April 24, 2025
PHARMACYTE BIOTECH, INC.
(Exact Name of Registrant as Specified in its Charter)
| Nevada | 001-40699 | 62-1772151 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 3960 Howard Hughes Parkway, Suite 500 Las Vegas, Nevada | 89169 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (917) 595-2850
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 Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered | ||
| Common Stock, Par Value $0.0001 Per Share | PMCB | 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 April 24, 2025, PharmaCyte Biotech, Inc. (the “Company”) held its annual meeting of stockholders for the year ended April 30, 2025 (the “Annual Meeting”) via live webcast. At the Annual Meeting, 3,222,988 shares of common stock, or approximately 46.92% of the outstanding shares of common stock entitled to vote, were represented by proxy or in person, representing a quorum.
At the Annual Meeting, the stockholders of the Company voted as set forth below on three proposals, each of which is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 10, 2025. The final voting results for each matter submitted to a vote of the Company’s stockholders are as follows:
Proposal 1. Election of Directors.
The election of five directors, each to hold office until the annual meeting of stockholders for the year ended April 30, 2026 or until their respective successor is elected and qualified.
| Nominee | For | Withheld | Broker Non-Votes |
| Joshua N. Silverman | 957,479 | 272,278 | 1,993,231 |
| Jonathan L. Schechter | 871,061 | 358,696 | 1,993,231 |
| Michael M. Abecassis | 1,143,789 | 85,968 | 1,993,231 |
| Robert Weinstein | 698,683 | 531,074 | 1,993,231 |
| Wayne R. Walker | 863,701 | 366,056 | 1,993,231 |
Proposal 2. Ratification of Selection of Independent Registered Public Accounting Firm.
The ratification of the selection by the audit committee of the Board of CBIZ CPAs P.C. as the independent registered public accounting firm of the Company for the fiscal year ending April 30, 2025.
| For | Against | Abstain | ||
| 3,123,042 | 72,371 | 27,575 |
Proposal 3. Approval of Executive Compensation.
The approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.
| For | Against | Abstain | Non-Votes | Broker Non-Votes | ||||||
| 1,094,399 | 113,815 | 21,543 | 0 | 1,993,231 | ||||||
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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: April 24, 2025 | PHARMACYTE BIOTECH, INC. | |
| By: | /s/ Joshua N. Silverman | |
| Name: | Joshua N. Silverman | |
| Title: | Interim Chief Executive Officer and Interim President | |
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