Dogwood Therapeutics, Inc.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On June 16, 2026, Dogwood Therapeutics, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved the amendment to the Company’s Certificate of Incorporation as described in Proposal 3 in Item 5.07 below and in the Company’s definitive proxy statement for its Annual Meeting filed with the Securities and Exchange Commission on April 27, 2026. On June 17, 2026, the Company filed a certificate of amendment to the Certificate of Incorporation with the Secretary of State of Delaware, which became effective upon its filing. The full text of the certificate of amendment to the Certificate of Incorporation is attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 5.07. Submission of Matters to a Vote of Security Holders. On June 16, 2026, the Company held its Annual Meeting. Present at the Annual Meeting in person or by proxy were holders of 31,791,500 shares of common stock of the Company, representing 95.17% of the voting power of the shares of common stock of the Company as of the close of business on April 21, 2026, the record date for the Annual Meeting, and constituting a quorum for the transaction of business. All matters voted upon at the Annual Meeting were approved with the required votes. The following proposals were submitted to a vote of the Company’s stockholders, with the voting results indicated below. 1. Election of Directors. The following seven nominees were elected to serve as directors of the Company, with the following votes tabulated: For Withheld Broker Non-Vote ─────────────────────────────────────────────────────────────────────────────── Abel De La Rosa, Ph. D. 28,684,078 7,501 3,099,921 Greg Duncan 28,682,224 9,355 3,099,921 David Keefer 28,680,250 11,329 3,099,921 John C. Thomas, Jr. 28,683,680 7,899 3,099,921 Melvin Toh, M.B.B.S. 28,682,093 9,486 3,099,921 Richard J. Whitley, M.D. 28,678,320 13,259 3,099,921 Alan Yu 28,678,659 12,920 3,099,921 2. Ratification of the appointment of Forvis Mazars, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. The appointment of Forvis Mazars, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified, with the following votes tabulated: For Against Abstain Broker Non-Vote ───────────────────────────────────────────────────────────────────────────────────────────── 31,778,192 2,397 10,911 3. Approval of the amendment to the Dogwood Therapeutics, Inc. Certificate of Incorporation to increase the number of shares of common stock and preferred stock authorized for issuance. The amendment to the Certificate of Incorporation was approved with the following votes tabulated: For Against Abstain Broker Non-Vote ────────────────────────────────────────────────────────────────────────────────────────────────────────────── 28,431,012 243,744 16,823 3,099,921 4. Advisory vote on the frequency of future advisory votes on named executive officer compensation (“Say-on-Frequency” proposal). The Company’s stockholders approved, by an advisory vote, the Say-on-Frequency proposal, with the following votes tabulated: One Year Two Years Three Years Abstain Broker Non-Vote ─────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── 28,682,394 2,534 3,655 2,996 3,099,921 5. Advisory vote on the compensation of our named executive officers (“Say-on-Pay” proposal). The Company’s stockholders approved, by an advisory vote, the compensation of its named executive officers, with the following votes tabulated: For Against Abstain Broker Non-Vote ──────────────────────────────────────────────────────────────────────────────────────────────────────────── 28,662,176 25,962 3,441 3,099,921 Based upon the results of the stockholder vote on Proposal Four, the Say-on-Frequency proposal, and the Board’s recommendation of “One Year” with respect to said Proposal, the Board has determined that the Company will include a stockholder vote on the compensation of executives in its proxy materials every year, until the next required vote on the frequency of stockholder votes on the compensation of executives as required by Section 14A(a)(2) of the Exchange Act.