Citius Oncology Inc.

10/27/2025 | Press release | Distributed by Public on 10/27/2025 14:30

Proxy Results, Management Change/Compensation (Form 8-K)

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 27, 2025, Citius Oncology, Inc. (the "Company") held its 2025 annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting, stockholders of the Company approved an amendment to the Company's 2024 Omnibus Stock Incentive Plan (the "Amendment") increasing the number of shares of the Company's common stock authorized for issuance under the 2024 Omnibus Stock Incentive Plan from 15,000,000 to 30,000,000 shares. The Company's Board of Directors approved the Amendment on September 19, 2025, subject to stockholder approval.

You can find a summary of the principal features of the Amendment in the definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on September 26, 2025 (the "Proxy Statement"), under the heading "Proposal 2 - Approval of Amendment to the Citius Oncology, Inc. 2024 Omnibus Stock Incentive Plan". The summary of the Amendment contained in the Proxy Statement is qualified in its entirety by the full text of the Amendment, filed as Exhibit 10.1 to this Current Report on Form 8-K.

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

At the Annual Meeting, our stockholders elected the following Class I directors for a three-year term expiring at the annual meeting of stockholders to be held in 2028 or until their successors are duly elected and qualified, based on the following votes:

Nominee For Withheld Broker Non-Votes

Myron Holubiak

74,305,221 36,554 3,462,017

Joel Mayersohn

74,312,668 29,107 3,462,017

Next, at the Annual Meeting, our stockholders approved the Amendment, as described in Item 5.02 above. The vote for this proposal was 74,220,840 shares for, 106,247 shares against, 14,688 shares abstaining, and 3,462,017 broker non-votes.

Finally, our stockholders ratified the selection of Wolf & Company, P.C. as our independent registered public accounting firm for the fiscal year ended September 30, 2025. The vote for such ratification was 77,690,844 shares for, 36,459 shares against, 76,489 shares abstaining, and no broker non-votes.

Citius Oncology Inc. published this content on October 27, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on October 27, 2025 at 20:31 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]