UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On November 20, 2025, iBio, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on four (4) proposals and cast their votes as described below. A total of 10,566,364 shares were represented in person or by proxy, which represented a quorum. The matters below are described in detail in the Company’s definitive proxy statement on Schedule 14A (the “Definitive Proxy Statement”), which was filed with the Securities and Exchange Commission (the “Commission”) on October 6, 2025.
Proposal 1 – Election of Directors
The following two (2) nominees were elected as Class II directors of the Company’s Board of Directors (the “Board”), each to serve a three-year term expiring at the 2028 Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified, with the following votes:
| Name of Director | Votes For | Withheld | Broker Non-Votes | ||||
| 1. Dr. Martin Brenner | 4,803,078 | 75,618 | 5,687,668 | ||||
| 2. Dr. Alexandra Kropotova | 2,916,804 | 1,961,892 | 5,687,668 |
Proposal 2 – Auditor Ratification Proposal
The stockholders ratified the appointment of Grassi & Co., CPAs, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2026 based on the votes set forth below:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| 9,912,837 | 594,576 | 58,951 | 0 |
Proposal 3 - Advisory Vote on the Approval of Executive Compensation
The stockholders approved, on an advisory, non-binding basis, the compensation of the Company’s named executive officers (“say-on-pay”), as disclosed in the Definitive Proxy Statement. The results of the voting for this approved proposal are as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| 4,392,583 | 403,278 | 82,835 | 5,687,668 |
Proposal 4 - Advisory Vote Regarding the Frequency of Future Advisory Votes on Executive Compensation
The stockholders approved a one-year frequency for holding future advisory votes on executive compensation. The results for this approved proposal are as follows:
| 1 Year | 2 Years | 3 Years | Abstentions | Broker Non-Votes | ||||
| 4,290,210 | 60,230 | 363,614 | 164,642 | 5,687,668 |
Following the approval by the Company’s stockholders and consistent with the voting results and the Board’s recommendation, the Company has determined to conduct an advisory vote on executive compensation every year, in accordance with the Dodd-Frank Wall Street Reform and Consumer Protection Act and the related Commission rules promulgated thereunder, until the Company is required to hold another advisory vote on the frequency of the advisory vote on executive compensation.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 21, 2025 | IBIO, INC. | |
| By: | /s/ Marc A. Banjak | |
| Name: Marc A. Banjak | ||
| Title: Chief Legal Officer and Corporate Secretary | ||