Transcode Therapeutics Inc.

07/02/2026 | Press release | Distributed by Public on 07/02/2026 14:06

Material Event (Form 8-K)

Item 8.01 Other Events

On July 2, 2026, TransCode Therapeutics, Inc. (the "Company") commenced its 2026 Annual Meeting of Stockholders (the "Annual Meeting"), as previously scheduled, and adjourned the Annual Meeting until July 20, 2026, at 9:30 a.m., Eastern Time (the "Reconvened Annual Meeting"). Based on preliminary voting reports, all of the proposals on the agenda for the Annual Meeting have received the necessary support from stockholders for approval. However, the Company determined that it was necessary to adjourn the Annual Meeting for certain administrative reasons related to the Nasdaq Listing Rules.

Pursuant to Nasdaq Listing Rule 5110(a), Nasdaq must complete its review of, and approve, the Company's initial listing application prior to the Company conducting the stockholder meeting regarding the approval of Proposal 1 (Approval of the conversion of Series A and Series B Non-Voting Convertible Preferred Stock into common stock). Nasdaq has not yet completed its review of the Company's initial listing application. The adjournment of the Annual Meeting is to allow additional time for Nasdaq to complete its review. While the Company believes that it currently satisfies the initial listing criteria for the Nasdaq Capital Market, there can be no assurances of the outcome of Nasdaq's review or timing of any approval.

The record date for determining stockholders entitled to vote at the Reconvened Annual Meeting remains the close of business on May 28, 2026. Prior to the Reconvened Annual Meeting, stockholders who have not voted may cast their votes by visiting www.proxyvote.com and following the on-screen instructions, or by calling 1-800-690-6903 and following the instructions. During the Reconvened Annual Meeting, stockholders may cast their votes by visiting www.virtualshareholdermeeting.com/RNAZ2026. Stockholders of the Company who have previously submitted their proxy or otherwise voted and who do not wish to change their vote need not take any action. During the period of the adjournment, the Company will continue to solicit votes from its stockholders with respect to the proposals for the Annual Meeting.

The Company encourages all stockholders of record who have not yet voted to do so by July 19, 2026, at 11:59 p.m., Eastern Time. Notwithstanding the foregoing, any votes properly received before the close of voting at the Reconvened Annual Meeting on July 20, 2026, will be accepted.

Transcode Therapeutics Inc. published this content on July 02, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on July 02, 2026 at 20:07 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]