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Current Report · Items 5.07, 9.01 · 8-K

GT Biopharma, Inc.

GTBPNASDAQEQUITYCurrent

Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. On August 14, 2026, GT Biopharma, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The following is a brief description of the matters voted upon at the Annual Meeting, as well as the number of votes cast for or against each matter and the number of abstentions and broker non-votes with respect to each matter.…

Filed Aug 14, 2026Accepted Aug 14, 2026, 4:30 PM EDTCIK 109657Accession 0001493152-26-038446
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Company context

We are a clinical stage biopharmaceutical company focused on the development and commercialization of novel immuno-oncology products based on our proprietary Tri-specific Killer Engager (“TriKE®”), and Tetra-specific Killer Engager (“Dual Targeting TriKE®”) fusion protein immune cell engager technology platforms. Our TriKE® and Dual Targeting TriKE® platforms generate proprietary therapeutics designed to harness and enhance the cancer killing abilities of a patient’s own natural killer cells (“NK cells”). Once bound to an NK cell, our moieties are designed to activate the NK cell to direct it to one or more specifically targeted proteins expressed on a specific type of cancer cell or virus infected cell, resulting in the targeted cell’s death. TriKE®s can be designed to target any number of tumor antigens, including B7-H3, HER2, CD33 and PDL1, on hematologic malignancies or solid tumors and do not require patient-specific customization. We believe our TriKE® and Dual Targeting TriKE® platforms that activate endogenous NK cells are potentially safer than T-cell immunotherapy because there is less cytokine release syndrome and fewer neurological complications. Our preclinical data suggests that this is explained by the TriKE® dependent, CD16 directed, IL-15 proliferation of NK cells, with little effect on endogenous T cells.

Current securities

Recent company filings

  1. 8-K filingSep 25, 2026
  2. Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Material Modification to Rights of Security Holders · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearSep 21, 2026
  3. SCHEDULE 13G filingSep 15, 2026
  4. Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Material Modification to Rights of Security Holders · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearSep 15, 2026
  5. Material Modification to Rights of Security Holders · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · Other EventsSep 3, 2026

Disclosure sections

Items 5.07, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07. Submission of Matters to a Vote of Security Holders. On August 14, 2026, GT Biopharma, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The following is a brief description of the matters voted upon at the Annual Meeting, as well as the number of votes cast for or against each matter and the number of abstentions and broker non-votes with respect to each matter. A more complete description of the matters is set forth in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on July 2, 2026. As of June 30, 2026, the record date for the Annual Meeting, there were 44,338,573 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), outstanding and entitled to vote at the Annual Meeting. A total of 23,357,724 shares of Common Stock, or approximately 52.68% of the eligible shares, were present in person or represented by proxy at the Annual Meeting, constituting a quorum. 1. Proposal to elect four members of the Board of Directors of the Company (the “Board”). The nominees were elected with the following votes: Director For Withheld Broker Non-Votes ──────────────────────────────────────────────────────────────────────────── Michael Breen 8,082,303 447,942 14,827,479 Charles J. Casamento 6,792,575 1,737,670 14,827,479 Hilary Kramer 6,734,797 1,795,448 14,827,479 David C. Mun-Gavin 6,763,184 1,767,061 14,827,479 2. The proposal to ratify the appointment of Weinberg & Company, P.A. as the Company’s independent accountants for the year ending December 31, 2026 was approved with the following votes: For Against Abstain Broker Non-Votes ─────────────────────────────────────────────────────── 22,687,907 423,433 246,384 — 3. The proposal to approve, on a non-binding advisory basis, the Company’s executive compensation was approved with the following votes: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────── 6,057,507 2,162,518 310,220 14,827,479 4. The proposal to approve an amendment to the Company’s restated certificate of incorporation, as amended, to effect (i) a reverse stock split with respect to the Company’s issued and outstanding Common Stock, including any shares of Common Stock held by the Company as treasury shares, at a ratio in a range of 1-for-10 to 1-for-30, with such ratio to be determined in the discretion of the Board and (ii) a simultaneous reduction of the authorized shares of Common Stock to 25,000,000 and preferred stock to 1,500,000, in each case with such action to be effected at such time and date, if at all, as determined by the Board within one year after the conclusion of the Annual Meeting was approved with the following votes: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────── 18,077,466 4,754,281 525,977 — 5. The proposal to approve an amendment to the Company’s 2022 Omnibus Incentive Plan, as amended (the “2022 Plan”) increasing the number of shares available for future awards thereunder by 3,500,000 shares of Common Stock was approved with the following votes: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────── 5,538,180 2,714,145 277,920 14,827,479 6. The proposal to approve a second and separate amendment to the 2022 Plan to adopt an evergreen provision providing for an automatic annual increase in the shares available for future awards under the 2022 Plan was approved with the following votes: For Against Abstain Broker Non-Votes ─────────────────────────────────────────────────────────────── 4,787,992 3,572,304 169,949 14,827,479