--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-26-075204" form_type: "8-K" ticker: "DWTX" cik: "0001818844" company_name: "Dogwood Therapeutics, Inc." filed_at: "2026-06-17T20:55:20+00:00" generated_at: "2026-06-17T20:56:13.645226+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # Dogwood Therapeutics shareholders approve increase in authorized shares at annual meeting ## Summary - Stockholders approved amendment to Certificate of Incorporation to increase authorized shares of common and preferred stock with 28,431,012 for, 243,744 against. - Seven director nominees elected with over 28.6 million votes each; no dissident slate. - Ratification of Forvis Mazars as auditor for FY 2026 passed with 31,778,192 votes for. - Advisory vote on executive compensation (Say-on-Pay) approved with 28,662,176 for. - Board adopts one-year frequency for future Say-on-Pay votes based on stockholder advisory vote. ## SEC filing metadata - accession: 0001104659-26-075204 - form_type: 8-K - ticker: DWTX - cik: 0001818844 - company_name: Dogwood Therapeutics, Inc. - filed_at: 2026-06-17T20:55:20+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/0001104659-26-075204-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/dwtx-20260616x8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-26-075204 - JSON: https://secwatch.observer/filing/0001104659-26-075204.json - Plain text: https://secwatch.observer/filing/0001104659-26-075204.txt ## Key facts - Governance Changes Dogwood Therapeutics, Inc.: Certificate of Incorporation amended to increase the number of authorized shares of common stock and preferred stock (effective 2026-06-17). - Change: charter amendment - Effective: 2026-06-17 source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/0001104659-26-075204-index.htm - Shareholder Votes Dogwood Therapeutics, Inc. shareholders approved Election of Directors at the 2026-06-16 meeting. - Proposal: director election - Outcome: passed - Meeting: 2026-06-16 source text: 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 evidence_url: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/0001104659-26-075204-index.htm - Shareholder Votes Dogwood Therapeutics, Inc. shareholders approved 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 at the 2026-06-16 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2026-06-16 source text: 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 evidence_url: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/0001104659-26-075204-index.htm - Shareholder Votes Dogwood Therapeutics, Inc. shareholders approved Ratification of the appointment of Forvis Mazars, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-06-16 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2026-06-16 source text: 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 - evidence_url: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/0001104659-26-075204-index.htm - Shareholder Votes Dogwood Therapeutics, Inc. shareholders approved Advisory vote on the compensation of our named executive officers at the 2026-06-16 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2026-06-16 source text: 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 evidence_url: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/0001104659-26-075204-index.htm - Shareholder Votes Dogwood Therapeutics, Inc. shareholders approved Advisory vote on the frequency of future advisory votes on named executive officer compensation at the 2026-06-16 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2026-06-16 source text: 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 evidence_url: https://www.sec.gov/Archives/edgar/data/1818844/000110465926075204/0001104659-26-075204-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.