Akari Therapeutics Plc 8-K

What Happened

• Akari Therapeutics Plc announced that at a Special General Meeting held on March 2, 2026, shareholders approved several resolutions allowing certain warrants issued in recent financings to be exercisable and the related American Depositary Shares (ADSs) and underlying ordinary shares to be issued. Proxies were solicited via the definitive proxy statement filed February 2, 2026.
• At the record date, 91,567,009,533 ordinary shares were entitled to vote; a quorum was obtained and all matters submitted to a vote were approved.

Key Details

• Resolutions approved the exercisability and issuance of ADSs/ordinary shares for warrants issued in connection with financings that closed on December 17, 2025, December 23, 2025 and January 20, 2026, to comply with Nasdaq Listing Rule 5635(c)/(d).
• Notable warrant aggregates approved (by resolution):
  • Series G Warrants for up to 10,043,774 ADSs and Placement Agent Warrants for 504,300 ADSs (voting: For 40,370,290,401; Against 307,764,000; Abstain 8,968,000).
  • Pre-Funded and Series G Warrants for up to 2,563,713 ADSs each (voting: For 40,371,532,401; Against 307,920,000; Abstain 7,570,000).
  • Pre-Funded and Series G Warrants for up to 2,563,713 ADSs each (separate approval) (voting: For 40,370,370,401; Against 308,000,000; Abstain 8,652,000).
  • Pre-Funded Warrants and Note Exchange Warrants for up to 4,673,963 ADSs each (voting: For 40,371,562,401; Against 308,002,000; Abstain 7,458,000).
  • Pre-Funded Warrants and Note Exchange Warrants for up to 9,502,703 ADSs each (voting: For 40,444,976,401; Against 241,588,000; Abstain 458,000).
• All vote totals reported in ordinary shares; there were no broker non‑votes reported.

Why It Matters

• These shareholder approvals clear the regulatory step required under Nasdaq rules for the company to allow those warrants to be exercised and for ADSs and ordinary shares to be issued. That enables holders of the described warrants from the December and January financings to convert into ADSs/ordinary shares.
• For investors, the approvals are important because exercised warrants would increase the company’s outstanding ADSs/ordinary shares and could dilute existing equity. The filing documents the specific warrant classes, maximum ADS amounts and the formal shareholder consent.