Akari Therapeutics Files 8-K on Shareholder Votes and Filings

TL;DR

AKTX filed an 8-K covering shareholder votes, Reg FD, and financials. Important corporate updates.

AI Summary

Akari Therapeutics Plc filed an 8-K on November 7, 2024, reporting on matters submitted to a vote of security holders, Regulation FD disclosures, and financial statements. The company, formerly known as Celsus Therapeutics Plc and Morria Biopharmaceuticals PLC, is incorporated in England and Wales and has its principal executive offices in Boston, MA.

Why It Matters

This filing indicates important corporate actions and disclosures, including potential shareholder votes and regulatory updates, which are crucial for investors to monitor company governance and financial health.

Risk Assessment

Risk Level: low — This is a routine filing detailing corporate actions and disclosures, not indicating immediate financial distress or significant operational changes.

Key Players & Entities

• Akari Therapeutics Plc (company) — Registrant
• Celsus Therapeutics Plc (company) — Former Company Name
• Morria Biopharmaceuticals PLC (company) — Former Company Name
• November 7, 2024 (date) — Date of Report
• 22 Boston Wharf Road FL 7 Boston, MA 02210 (address) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.0001 — tal Market Ordinary Shares, par value $0.0001 per share* *Trading, but only in conn
• $14,444,680 — o a maximum aggregate nominal amount of $14,444,680 in connection with the merger contempla
• $5,546,667 — ri up to an aggregate nominal amount of $5,546,667 for a period expiring (unless otherwise

Filing Documents

• aktx-20241107.htm (8-K) — 79KB
• aktx-ex99_1.htm (EX-99.1) — 24KB
• 0000950170-24-123703.txt ( ) — 325KB
• aktx-20241107.xsd (EX-101.SCH) — 91KB
• aktx-20241107_htm.xml (XML) — 6KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On November 7, 2024, Akari Therapeutics, Plc ("Akari") held a general meeting of its shareholders (the "Akari General Meeting") in connection with the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 4, 2024, as amended, by and among Akari, Peak Bio, Inc. ("Peak Bio") and Pegasus Merger Sub, Inc. There were 24,289,231,523 ordinary shares of Akari entitled to vote at the Akari General Meeting based on the number of issued ordinary shares of Akari par value $0.0001 ("Akari Ordinary Shares") outstanding as of November 5, 2024 (the record date for ordinary shareholders), of which approximately 24,284,912,423 were held in the name of Deutsche Bank Trust Company Americas, which issues the American Depositary Shares of Akari each of which, in turn, represents 2,000 Akari Ordinary Shares ("Akari ADSs"). Of the Akari Ordinary Shares entitled to vote, holders representing 14,591,339,889 shares, or approximately 60.1%, were present in person or by proxy at the Akari General Meeting. In accordance with Akari's Articles of Association, two persons being present and between them holding (or being the proxy or corporative representative of the holders of) at least one-third (33 1/3%) of the outstanding issued Akari Ordinary Shares entitled to vote at the Akari General Meeting constitutes a quorum for the transaction of business at the Akari General Meeting. Akari's shareholders voted on (i) the Merger Allotment Proposal, (ii) the Share Issuance Proposal, (iii) the Chairman Appointment Proposal, (iv) the General Allotment Proposal, (v) the Equity Plan Proposal and (vi) the Pre-emption Rights Proposal (each proposal as defined below) at the Akari General Meeting. Each proposal is described in more detail in the definitive joint proxy statement/prospectus filed by Akari with the U.S. Securities and Exchange Commission (the "SEC") on Form S-4 on October 9, 2024.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On November 8, 2024, Akari issued a press release announcing the results of the Akari General Meeting, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act, or the Exchange Act, except as expressly set forth by specific reference in such filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release Issued November 8, 2024 104 Cover Page Interactive Data File (embedded within Inline XBRL document)

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), about Akari. Actual events or results may differ materially from these forward-looking statements. Words such as "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "believe," "estimate," "predict," "project," "potential," "continue," "future," "opportunity" "will likely result," "target," variations of such words, and similar expressions or negatives of these words are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements are based on Akari's and Peak Bio's current plans, estimates and projections. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific. A number of important factors, including those described in this communication, could cause actual results to differ materially from those contemplated in any forward-looking statements. Factors that may affect future results and may cause these forward-looking statements to be inaccurate include, without limitation: uncertainties as to the timing for completion of the merger contemplated by the Merger Agreement; the possibility that competing offers will be made by third parties the occurrence of events that may give rise to a right of one or both of Akari and Peak Bio to terminate the Merger Agreement; the possibility that various closing conditions for the proposed Merger may not be satisfied or waived on a timely basis or at all, including the possibility that a governmental entity may prohibit, delay, or refuse to grant approval, if required, for the consummation of the proposed Merger (or only grant approval subject to adverse conditions or limitations); the difficulty of p

SIGNATURES

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. Akari Therapeutics, Plc Date: November 8, 2024 By: /s/ Samir R. Patel, M.D. Samir R. Patel, M.D. Interim President and Chief Executive Officer

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