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Form 8-K MIRA PHARMACEUTICALS, For: Sep 11

September 16, 2026 4:31 PM
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report: September 11, 2026

 

 

MIRA PHARMACEUTICALS, INC.

 

(Exact Name of Registrant as Specified in its Charter)

 

Florida   001-41765   85-3354547
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

1200 Brickell Avenue, Suite 1950 #1183

Miami, Florida 33131

(Address of Principal Executive Offices)

 

(786) 432-9792

(Registrant’s telephone number, including area code)

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Common Stock, $0.0001 par value per share   MIRA   The Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 5.07. Submission of a Matter to a Vote of Security Holders.

 

On September 11, 2026, MIRA Pharmaceuticals, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The record date for stockholders entitled to notice of the Annual Meeting was July 21, 2026 (the “Record Date”). As of the Record Date, there were 42,022,087 shares of common stock, par value $0.0001 per share (“Common Stock”) of the Company outstanding. Each share of Common Stock represents one vote that could be voted on each matter that came before the Annual Meeting.

 

At the Annual Meeting, 26,499,076 shares of Common Stock were present or represented by proxy, constituting a quorum for the Annual Meeting. The 26,499,076 votes represented equaled approximately 63.06% of the outstanding shares entitled to vote.

 

At the Annual Meeting, three proposals were submitted to the Company’s stockholders. The proposals are described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on July 28, 2026. Each proposal was approved by the Company’s stockholders.

 

The final voting results were as follows:

 

Proposal 1

 

The Company’s stockholders elected Erez Aminov, Matthew Whalen, Matthew Del Giudice, M.D., Denil Nanji Shekhat M.D., and Edward MacPherson, as directors of the Company to serve until the next Annual Meeting of Stockholders, or until their respective successors have been duly elected and qualified, based upon the voting results set forth below.

 

Nominee  Votes For  Votes Withheld  Broker Non-votes
Erez Aminov  20,559,502  226,540  5,713,034
Matthew Pratt Whalen  20,560,180  225,862  5,713,034
Matthew Del Giudice, M.D.  20,558,412  227,630  5,713,034
Denil Nanji Shekhat, M.D.  20,138,206  647,83  5,713,034
Edward MacPherson  20,435,527  350,515  5,713,034

 

Proposal 2

 

The Company’s stockholders approved the ratification of the appointment of Salberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, based upon the voting results set forth below.

 

Votes For   Votes Against   Votes Abstained   Broker Non-votes
25,950,852   158,064   390,160   -

 

 

Proposal 3

 

The Company’s stockholders approved a proposal to approve an adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Proposals 1 and 2.

 

Votes For   Votes Against   Votes Abstained   Broker Non-votes
24,897,741   1,205,307   396,028   -

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  MIRA PHARMACEUTICALS, INC.
     
Dated: September 16, 2026 By: /s/ Erez Aminov
  Name: Erez Aminov
  Title: Chief Executive Officer

 

 

 

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XBRL LABEL FILE

XBRL PRESENTATION FILE

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IDEA: FilingSummary.xml

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