Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Stockholders held by Artele Biosciences, Inc. on July 17, 2026. The company is incorporated in Nevada and its common stock trades on The Nasdaq Stock Market under the symbol ARTL.
Key Financial Metrics
This filing is a current report regarding corporate governance and shareholder voting results. It does not provide financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics.
Material Changes and Voting Results
As of the record date (May 22, 2026), there were 2,848,540 shares of Common Stock outstanding. Approximately 41.2% of outstanding shares were represented at the meeting. The following matters were approved:
- Election of Directors: Three Class III directors were re-elected to serve until the 2029 annual meeting:
- Gregory R. Reyes, M.D., Ph.D. (179,416 For)
- Tamara A. Favorito (176,821 For)
- Gregory D. Gorgas (171,567 For)
- Amendment to Articles of Incorporation: Shareholders approved increasing the number of authorized common shares from 166,666,667 to 500,000,000.
- For: 985,717
- Against: 164,845
- Abstain: 21,641
- Share Issuance Approval: Shareholders approved the issuance of more than 20% of issued and outstanding common stock pursuant to an Equity Purchase Agreement with Square Gate Capital Master Fund, LLC – Series 5.
- For: 91,158
- Against: 65,155
- Abstain: 78,508
- Broker Non-Votes: 937,382
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. The primary focus is the ratification of the share issuance agreement with Square Gate Capital.
Investor Verification Checklist
- Verify the terms and pricing of the Equity Purchase Agreement with Square Gate Capital Master Fund, LLC – Series 5, as the issuance of over 20% of outstanding stock was approved.
- Confirm the impact of the authorized share increase (to 500 million) on potential future dilution.
- Review the composition of the Board of Directors following the re-election of the Class III directors.