--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-23-089654" form_type: "8-K" ticker: null cik: "0001733413" company_name: "TFF Pharmaceuticals, Inc." filed_at: "2023-11-22T23:59:59+00:00" generated_at: "2026-06-07T22:17:47.187190+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # TFF Pharmaceuticals shareholders approve reverse stock split (1:2 to 1:30) and authorize 180M shares ## Summary - Authorized common stock increased to 180 million shares via Charter Amendment. - Reverse split approved; ratio range 1:2 to 1:30, exact ratio to be set by Board. - Directors elected: Harlan Weisman, Brandi Roberts, Robert S. Mills, Stephen C. Rocamboli. - Marcum LLP ratified as independent registered public accounting firm for FY2023. ## SEC filing metadata - accession: 0001213900-23-089654 - form_type: 8-K - cik: 0001733413 - company_name: TFF Pharmaceuticals, Inc. - filed_at: 2023-11-22T23:59:59+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1733413/000121390023089654/0001213900-23-089654-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1733413/000121390023089654/ea188953-8k_tffpharm.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-23-089654 - JSON: https://secwatch.observer/filing/0001213900-23-089654.json - Plain text: https://secwatch.observer/filing/0001213900-23-089654.txt ## Key facts - Governance Changes TFF Pharmaceuticals, Inc.: Increased authorized common stock to 180 million shares (effective 2023-11-21). - Change: charter amendment - Effective: 2023-11-21 source text: On November 21, 2023, TFF Pharmaceuticals, Inc. filed with the Delaware Secretary of State an amendment to its Second Amended and Restated Certificate of Incorporation (“Certificate of Incorporation”) to increase its authorized common stock to 180 million shares. evidence_url: https://www.sec.gov/Archives/edgar/data/1733413/000121390023089654/0001213900-23-089654-index.htm - Shareholder Votes TFF Pharmaceuticals, Inc. shareholders approved Election of four directors to serve until the 2024 Annual Meeting of Stockholders. at the 2023-11-21 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-11-21 source text: On November 21, 2023, TFF Pharmaceuticals, Inc. held its 2023 Annual Meeting of Stockholders, for the purposes of: ● Electing four directors, each to serve until our 2024 Annual Meeting of Stockholders; ● Approving an amendment to our Certificate of Incorporation (“Authorized Capital Amendment”) to effect an increase in the authorized shares of our common stock to 180,000,000; ● Approving an amendment to our Certificate of Incorporation (“Reverse Split Amendment”) to effect a reverse split of the issued and outstanding shares of our common stock, at a specific ratio, ranging from one-for-two (1:2) to one-for-thirty (1:30), with the exact ratio within such range to be determined by our Board of Directors; and ● Ratifying the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1733413/000121390023089654/0001213900-23-089654-index.htm - Shareholder Votes TFF Pharmaceuticals, Inc. shareholders approved Approval of an amendment to the Certificate of Incorporation to effect a reverse stock split at a ratio ranging from 1:2 to 1:30, as determined by the Board. at the 2023-11-21 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-11-21 source text: In addition, our shareholders approved the Reverse Split Amendment, with shares voted as follows: For 29,638,439 Against 3,038,537 Abstain 53,045 There were four (4) broker non-votes on the approval the Reverse Split Amendment. evidence_url: https://www.sec.gov/Archives/edgar/data/1733413/000121390023089654/0001213900-23-089654-index.htm - Shareholder Votes TFF Pharmaceuticals, Inc. shareholders approved Approval of an amendment to the Certificate of Incorporation to effect an increase in the authorized shares of common stock to 180,000,000. at the 2023-11-21 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-11-21 source text: In addition, our shareholders approved the Authorized Capital Amendment, with shares voted as follows: For 27,682,005 Against 5,014,092 Abstain 33,921 There were seven (7) broker non-votes on the approval the Authorized Capital Amendment. evidence_url: https://www.sec.gov/Archives/edgar/data/1733413/000121390023089654/0001213900-23-089654-index.htm - Shareholder Votes TFF Pharmaceuticals, Inc. shareholders approved Ratification of the appointment of Marcum LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023. at the 2023-11-21 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-11-21 source text: In addition, our shareholders ratified the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023, with shares voted as follows: For 31,768,174 Against 902,503 Abstain 59,347 There was one (1) broker non-vote on the ratification of our independent registered public accounting firm. evidence_url: https://www.sec.gov/Archives/edgar/data/1733413/000121390023089654/0001213900-23-089654-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.