MDCX Medicus Pharma Ltd. - 8-K

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

(a) Annual and Special Meeting . On June 3, 2026, Medicus Pharma Ltd. (the "Company") held its 2026 Annual General and Special Meeting of Shareholders (the "Meeting"). The matters voted upon at the Meeting and the final results of such voting are set forth below. A more complete description of each proposal is set forth in the Company's definitive proxy statement filed with the Securities and Exchange Commission on May 4, 2026.

(b) Matters Voted Upon; Voting Results . The following matters were submitted for a vote of the Company's shareholders.

Proposal 1 . Shareholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the Company's 2026 fiscal year and the authorization of the Company's board of directors (the "Board") to fix the auditors' remuneration and terms of engagement:

For

Withhold

Abstain

Broker Non-Votes

28,308,860

756,378

N/A

0

Proposal 2 . Shareholders elected all nine of the directors nominated by the Board to serve for one-year terms, until our 2027 annual meeting of shareholders or until their successors are duly elected or appointed, unless they resign, are removed, or become disqualified in accordance with the Articles of Incorporation of the Company (the "Articles") or the Business Corporations Act (Ontario):

Name

For

Withhold

Abstain

Broker Non-Votes

William L. Ashton

15,181,189

354,284

N/A

13,529,765

Dr. Raza Bokhari

15,068,465

467,008

N/A

13,529,765

Robert J. Ciaruffoli

15,186,431

349,042

N/A

13,529,765

Barry Fishman

15,189,646

345,827

N/A

13,529,765

Dr. Larry Kaiser

15,198,014

337,459

N/A

13,529,765

Patrick Mahaffy

15,193,804

341,669

N/A

13,529,765

Dr. Sara R. May

15,192,642

342,831

N/A

13,529,765

Hon. Cathy McMorris Rodgers

15,178,833

356,640

N/A

13,529,765

Ajay Raju

15,190,298

345,175

N/A

13,529,765

Proposal 3 . Shareholders approved the special resolution authorizing the Board, in its discretion, to effect a consolidation of the Company's common shares, no par value (the "Common Shares") on the basis of a consolidation ratio to be determined by the Board, up to a maximum ratio of 50 pre-consolidation Common Shares for every one post-consolidation Common Share, if the Board determines such a consolidation is necessary or desirable, including, without limitation, for the purpose of meeting any applicable stock exchange or regulatory requirements. Shareholder approval of this Proposal 3 required the affirmative vote of at least two-thirds of the votes cast by the shareholders present at the Meeting in person or by proxy:

For

Against

Abstain

Broker Non-Votes

26,729,776

2,335,461

N/A

1

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. ​

Exhibit No.

Description

104

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