ProMIS Neurosciences Files 8-K

TL;DR

ProMIS Neurosciences filed an 8-K on Nov 24, 2025, reporting corporate changes.

AI Summary

ProMIS Neurosciences Inc. filed an 8-K on November 24, 2025, reporting amendments to its articles of incorporation or bylaws, other events, and financial statements. The company, formerly known as Amorfix Life Sciences Ltd., is incorporated in Canada and has its principal executive offices in Toronto, Ontario.

Why It Matters

This filing indicates potential changes in ProMIS Neurosciences' corporate structure or bylaws, which could impact its governance and operations.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain significant negative news.

Key Numbers

• 001-41429 — SEC File Number (Identifies the company's filing with the SEC)
• 1231 — Fiscal Year End (Indicates the end of the company's fiscal year)

Key Players & Entities

• ProMIS Neurosciences Inc. (company) — Registrant
• Amorfix Life Sciences Ltd. (company) — Former company name
• November 24, 2025 (date) — Date of report
• Toronto, Ontario (location) — Principal executive offices

FAQ

Filing Documents

• pmn-20251124x8k.htm (8-K) — 39KB
• pmn-20251124xex3d1.htm (EX-3.1) — 7KB
• pmn-20251124xex99d1.htm (EX-99.1) — 15KB
• pmn-20251124xex3d1g001.jpg (GRAPHIC) — 179KB
• pmn-20251124xex3d1g002.jpg (GRAPHIC) — 144KB
• pmn-20251124xex3d1g003.jpg (GRAPHIC) — 26KB
• pmn-20251124xex99d1001.jpg (GRAPHIC) — 7KB
• 0001104659-25-115182.txt ( ) — 671KB
• pmn-20251124.xsd (EX-101.SCH) — 3KB
• pmn-20251124_def.xml (EX-101.DEF) — 3KB
• pmn-20251124_lab.xml (EX-101.LAB) — 18KB
• pmn-20251124_pre.xml (EX-101.PRE) — 12KB
• pmn-20251124x8k_htm.xml (XML) — 5KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On November 24, 2025, ProMIS Neurosciences Inc. (the " Company ") filed articles of amendment (the "Articles of Amendment") to its Articles, as amended from time to time, to effectuate a reverse stock split of the Company's issued and outstanding common shares, no par value per share (the " Common Shares "). As previously disclosed, at its 2025 Special Meeting of Stockholders held on November 17, 2025 (the " Special Meeting "), and upon the recommendation of the Company's Board of Directors (the " Board "), the Company's stockholders approved a resolution authorizing the filing of the Articles of Amendment to effect a reverse stock split of the Common Shares at a ratio ranging from one-for-five and one-for-twenty-five, as determined by the Board in its discretion (the " Share Consolidation Resolution "). The Share Consolidation Resolution was described in detail under "Proposal No. 1: Share Consolidation" beginning on page 12 of the Company's definitive proxy statement filed with the Securities and Exchange Commission on October 3, 2025 (the " Proxy Statement ") in connection with the Special Meeting. The text of the Articles of Amendment was included in Appendix A of the Proxy Statement. On November 17, 2025, the Board approved a reverse stock split of the Common Shares at a ratio of one-for-twenty-five. Effective as of 12:01 a.m. Eastern Time on November 28, 2025, the Company filed the Articles Amendment to effect one-for-twenty-five reverse stock split of its Common Shares (the " Reverse Stock Split "). As a result of the Reverse Stock Split, every 25 Common Shares issued or outstanding were automatically reclassified into one validly issued, fully-paid and non-assessable new Common Share, subject to the treatment of fractional shares as described below, without any action on the part of the holders. Proportional adjustments were made to the number of Common Shares awarded

01 Other Events

Item 8.01 Other Events. On November 24, 2025, the Company issued a press release announcing the Reverse Stock Split and other related information. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Amendment to the Articles, dated November 28, 2025 99.1 Press Release, dated November 24, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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. PROMIS NEUROSCIENCES INC. Date: November 24, 2025 By: /s/ Neil Warma Name: Neil Warma Title: Chief Executive Officer