InMed Pharmaceuticals (INM) Proxy Filing summary

Executive summary

• A special virtual shareholder meeting is scheduled for June 13, 2025, to approve the potential issuance of 20% or more of outstanding common shares under a Standby Equity Purchase Agreement (SEPA) with Yorkville, as required by Nasdaq rules.

• The SEPA allows the company to sell up to $10 million in common shares to Yorkville over 36 months, with $2.46 million already sold and $7.54 million remaining.

• Shareholder approval is sought to issue shares in excess of the 19.99% cap, which would otherwise trigger Nasdaq Listing Rule 5635 (d) and (b) requirements.

• Failure to approve may limit access to capital, potentially forcing the company to seek less favorable financing.

Voting matters and shareholder proposals

• The primary proposal is to approve the issuance of 20% or more of the company’s shares as of December 13, 2024, under the SEPA with Yorkville.

• The board unanimously recommends voting in favor of the proposal.

• Only shareholders of record as of April 29, 2025, are entitled to vote.

• A simple majority of votes cast is required for approval.

Board of directors and corporate governance

• No director, nominee, or executive officer has a material interest in the matters to be acted upon at the meeting.

• The board has approved the contents and mailing of the information circular.