6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2022

Commission File Number: 001-40101

BRIACELL THERAPEUTICS CORP.

(Translation of registrant’s name into English)

Suite 300 – 235 15^th Street

West Vancouver, BC V7T 2X1

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐ Form 40-F ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Exhibit Number	Description
99.1	Press Release dated January 19, 2022, issued by BriaCell Therapeutics Corp.
99.2	Report of Voting Results for Matters Voted Upon at Annual General and Special Meeting of Shareholders of BriaCell Therapeutics Corp.

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, thereunto duly authorized.

	BriaCell Therapeutics Corp.
Date: January 20, 2022	By:	/s/ William V. Williams
	Name:	William V. Williams
	Title:	Chief Executive Officer

EX-99.1

Exhibit 99.1

BriaCell Therapeutics Corp. Announces Results of 2022 Annual and Special Meeting of Shareholders

NEW YORK and VANCOUVER, British Columbia, January 19, 2022— BriaCell Therapeutics Corp. (Nasdaq: BCTX, BCTXW) (TSX: BCT) (“BriaCell” or the “Company”), is pleased to announce that all resolutions proposed to shareholders at the Annual and Special Meeting of Shareholders (the “Meeting”) held virtually via teleconference on January 18, 2022 were passed. Voting for each of the director nominees was as follows:

	For					Withheld
Nominee	Actual		Percentage			Actual		Percentage
Dr. William V. Williams		2,286,353		97.68	%		54,346		2.32	%
Mr. Jamieson Bondarenko		2,286,214		97.67	%		54,485		2.33	%
Mr. Marc Lustig		2,285,435		97.64	%		55,263		2.36	%
Dr. Rebecca Taub		2,327,126		99.42	%		13,573		0.58	%
Mr. Vaughn C. Embro-Pantalony		2,285,426		97.64	%		55,273		2.36	%
Mr. Martin Schmieg		2,326,345		99.39	%		14,353		0.61	%
Dr. Jane Gross		2,327,674		99.44	%		13,024		0.56	%

Shareholders also voted in favour of: (i) setting the number of directors for the ensuing year at seven; (ii) re-appointing MNP LLP as auditors of the Company; (iii) approving the Company’s stock option plan; and (iv) approving an amendment to the authorized share structure and articles of the Company by creating a new class of subordinate voting shares, and to vary the special rights and restrictions attached to the Common Shares to reflect the creation of the new class of shares, as more particularly described in the Company’s Management Information Circular dated December 20, 2021 and posted to SEDAR on January 4, 2022. Please see the report of voting results filed under BriaCell’s profile at www.sedar.com for the detailed results of these other matters voted on by shareholders at the Meeting.

About BriaCell Therapeutics Corp.

BriaCell is an immuno-oncology focused biotechnology company developing targeted and effective approaches for the management of cancer. More information is available at https://briacell.com/.

Safe Harbor

This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on BriaCell’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully under the heading “Risks and Uncertainties” in the Company’s most recent Management’s Discussion and Analysis, under “Risks and Uncertainties” in the Company’s other filings with the Canadian securities regulatory authorities and the U.S. Securities and Exchange Commission, all of which are available under our profiles on SEDAR at www.sedar.com and on EDGAR at www.sec.gov. Forward-looking statements contained in this announcement are made as of this date, and BriaCell Therapeutics Corp. undertakes no duty to update such information except as required under applicable law.

Neither Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

Company Contact:

William V. Williams, MD

President & CEO

1-888-485-6340

info@briacell.com

Media Relations:

Jules Abraham

Director of Public Relations

CORE IR

917-885-7378

julesa@coreir.com

Investor Relations Contact:

CORE IR

investors@briacell.com

EX-99.2

Exhibit 99.2

BRIACELL THERAPEUTICS CORP.

REPORT OF VOTING RESULTS

In accordance with section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, this report briefly describes the matters voted upon and the outcome of the votes at the annual general and special meeting of shareholders of BriaCell Therapeutics Corp. (the “Company”) held virtually via teleconference on January 18, 2022 (the “Meeting”). Each of the matters is described in greater detail in the Company’s management information circular dated December 20, 2021 (the “Circular”).

1. Election of Directors.

Each of the nominees set for in the Circular were elected as directors to serve until the next annual meeting of shareholders, or until their respective successors are elected or appointed. The following table sets forth the vote of the shareholders at the Meeting with respect to the election of directors:

	For					Withheld
Nominee	Actual		Percentage			Actual		Percentage
Dr. William V. Williams		2,286,353		97.68	%		54,346		2.32	%
Mr. Jamieson Bondarenko		2,286,214		97.67	%		54,485		2.33	%
Mr. Marc Lustig		2,285,435		97.64	%		55,263		2.36	%
Dr. Rebecca Taub		2,327,126		99.42	%		13,573		0.58	%
Mr. Vaughn C. Embro-Pantalony		2,285,426		97.64	%		55,273		2.36	%
Mr. Martin Schmieg		2,326,345		99.39	%		14,353		0.61	%
Dr. Jane Gross		2,327,674		99.44	%		13,024		0.56	%

2. Appointment of MNP LLP.

The Company’s shareholders approved the appointment of MNP LLP as auditors of the Company to hold office until the close of the next annual meeting of shareholders of the Company at such remuneration as may be fixed by the directors of the Company. The following table sets forth the vote of the shareholders at the Meeting with respect to the appointment of MNP LLP:

For					Withheld
Actual		Percentage			Actual		Percentage
	2,322,712		99.23	%		17,986		0.77	%

3. Renewal of the Stock Option Plan

The Company’s shareholders approved the renewal of the Company’s Stock Option Plan adopted on November 25, 2014 (the “Stock Option Plan”). The following table sets forth the vote of the shareholders at the Meeting with respect to the approval of the renewal of the Stock Option Plan:

For					Against
Actual		Percentage			Actual		Percentage
	2,256,743		96.41	%		83,955		3.59	%

4. Adoption of Amendment to the Authorized Share Structure and Articles of the Company

The Company’s shareholders approved an amendment to the authorized share structure and articles of the Company to create a new class of shares (the “New Shares”) and to vary the rights and restrictions attached to the common shares to reflect the creation of the New Shares. The following table sets forth the vote of the shareholders at the Meeting with respect to the approval of the amendment to the authorized share structure and articles of the Company:

For					Against
Actual		Percentage			Actual		Percentage
	2,215,298		94.64	%		125,401		5.36	%

Date: January 18, 2022