Oncolytics Biotech Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On January 15, 2026, Oncolytics Biotech Inc. (the “Company”) held its Special Meeting of Shareholders (the “Special Meeting”). Proxies for the Special Meeting were solicited pursuant to the Company’s management information circular/prospectus (the “Circular/Prospectus”) under the Business Corporations Act (Alberta) and applicable Canadian securities laws, and there was no solicitation in opposition to the Company’s board of director’s solicitation. Holders of a total of 17,596,480 of the Company’s common shares were present or represented by proxy at the Special Meeting, representing 16.35% of the Company’s 107,606,376 common shares that were outstanding and entitled to vote at the Special Meeting as of the record date of December 9, 2025. Set forth below are the matters acted upon by the Company’s shareholders at the Special Meeting and the final voting results on each matter. Each of the proposals is described in further detail in the Circular/Prospectus.
Proposal No. 1 — The Continuance from the Province of Alberta to the Province of British Columbia
The proposal to adopt a special resolution authorizing the continuance of the Company from the Province of Alberta in Canada to the Province of British Columbia in Canada through the adoption of the continuation application containing the notice of articles and the articles, attached to the Circular/Prospectus, subject to and conditional upon the approval of the domestication resolution (as described below), was approved by the shareholders by the following vote:
| For | Against | Abstain | Broker Non-Votes | |||
| 14,994,075 | 2,602,405 | 0 | — |
Proposal No. 2 — The Domestication from the Province of British Columbia to the State of Nevada
The proposal to adopt a special resolution authorizing the continuation of the Company out of the Province of British Columbia in Canada and the domestication of the Company to the State of Nevada in the United States of America and the adoption of the articles of domestication and the new articles of incorporation, attached to the Circular/Prospectus, subject to and conditional upon the approval and implementation of the continuance resolution (as described above), was approved by the shareholders by the following vote:
| For | Against | Abstain | Broker Non-Votes | |||
| 15,304,574 | 2,291,905 | 0 | — |
Proposal No. 3 — Approval of the Oncolytics Biotech Inc. 2026 Incentive Award Plan
The proposal to approve the Oncolytics Biotech Inc. 2026 Incentive Award Plan, subject to and conditional upon the approval and implementation of the continuance resolution (as described above) and the domestication resolution (as described above), was approved by the shareholders by the following vote:
| For | Against | Abstain | Broker Non-Votes | |||
| 13,508,657 | 4,087,822 | 0 | — |
On January 15, 2026, the Company issued a press release announcing the results of the Special Meeting. A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated herein by reference.
In addition to any of the Company’s filings with the U.S. Securities and Exchange Commission that automatically incorporate all filings made by the Company pursuant to Sections 13(a), 13(c), 14, and 15(d) of the U.S. Securities and Exchange Act of 1934, as amended, this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is hereby incorporated by reference as an exhibit to the Company’s Registration Statement on Form F-3 (File No. 333-289819).
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit | Description | |
| 99.1 | Press Release issued by Oncolytics Biotech Inc., dated as of January 15, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: January 15, 2026 | ONCOLYTICS BIOTECH INC. | |
| By: | /s/ Kirk Look | |
| Name: | Kirk Look | |
| Title: | Chief Financial Officer | |