---
title: "Adial stockholders approve equity plans and a larger share authorization"
url: "https://aibio.space/news/adial-stockholders-approve-equity-plans-larger-share-authorization/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-09-17"
section: "Company Updates"
tickers: "NASDAQ:ADIL"
source: "https://www.sec.gov/Archives/edgar/data/1513525/000121390026101434/ea0305933-8k_adial.htm"
summary: "Stockholders approved a 2017 plan amendment, a 2026 equity plan, a 2026 employee stock purchase plan and an increase in authorized shares to 500,000,000 at"
---

By the aibio.space news desk.

Sources

- [Adial Pharmaceuticals, Inc 8-K (2026-09-18)](https://www.sec.gov/Archives/edgar/data/1513525/000121390026101434/ea0305933-8k_adial.htm)
- [Adial Pharmaceuticals, Inc 10-K (2026-03-05): business](https://www.sec.gov/Archives/edgar/data/1513525/000121390026024175/ea0279150-10k_adial.htm)
- [Adial Pharmaceuticals, Inc financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/1513525/000121390026024175/)

[ADIL](https://aibio.space/companies/adial-pharmaceuticals/)

2026-09-17

# Adial stockholders approve equity plans and a larger share authorization

Tickers [ADIL](https://aibio.space/companies/adial-pharmaceuticals/)

Stockholders approved a 2017 plan amendment, a 2026 equity plan, a 2026 employee stock purchase plan and an increase in authorized shares to 500,000,000 at the September 17, 2026 meeting.

## Key facts

- **Company**: Adial Pharmaceuticals, Inc (NASDAQ: ADIL)

- **News type**: Company Updates

- **Primary source**: [Adial Pharmaceuticals, Inc 8-K (2026-09-18)](https://www.sec.gov/Archives/edgar/data/1513525/000121390026101434/ea0305933-8k_adial.htm)

*A researcher at a microscope workstation. Photo: U.S. Department of Energy, CC0, via rawpixel. The picture shows the field, not the companies named.*

Adial Pharmaceuticals, Inc. (Nasdaq: [ADIL](https://aibio.space/companies/adial-pharmaceuticals/)) reported in a Form 8-K dated September 17, 2026 the results of its 2026 Annual Meeting of Stockholders, which the company convened that day. Stockholders approved Amendment No. 8 to the Adial 2017 Equity Incentive Plan, the Adial Pharmaceuticals, Inc. 2026 Equity Incentive Plan and the 2026 Employee Stock Purchase Plan. They also approved an increase in authorized common stock from 100,000,000 shares to 500,000,000 shares. The company did not complete the vote on four other proposals, which it continues to hold open.

## The votes

Of the 2,625,890 shares of common stock outstanding and entitled to vote on the record date, 1,278,677 shares, or 48.7%, were present or represented by proxy, which gave the company a quorum. The filing reports final voting results for the eight proposals the company moved forward with.

Stockholders elected Cary J. Claiborne and Robertson H. Gilliland as Class II directors to serve until the 2029 annual meeting. Claiborne received 831,079 votes for and 4,758 withheld. Gilliland received 826,834 votes for and 9,003 withheld. The filing says each of them is expected to resign as a director shortly after all of the proposals in the definitive proxy statement are approved.

Stockholders ratified CBIZ CPAs P.C., formerly Marcum, LLP, as the independent registered public accounting firm for the year ending December 31, 2026, with 1,256,114 votes for, 20,974 against and 1,589 abstentions. They approved the increase in authorized shares with 1,239,968 votes for and 37,210 against. They also approved the issuance of up to 552,940 shares of common stock on the exercise of Series F common stock purchase warrants issued in a private placement that closed on November 28, 2025, which the company needed for purposes of Nasdaq Listing Rule 5635(d). That proposal received 825,651 votes for and 9,086 against.

The 2017 plan amendment received 828,388 votes for and 6,378 against, the 2026 equity plan 821,237 for and 13,510 against, and the 2026 employee stock purchase plan 824,241 for and 10,495 against.

## Proposals still open

The company decided to hold the vote on Proposals 3, 4, 5 and 6 open. Those proposals depend on Nasdaq's conditional approval of the Initial Listing Application that Adial submitted in connection with them. The filing says that, based on preliminary voting reports, each of those four proposals drew support well in excess of the votes required. The company used its adjournment authority for those four items only, so it could obtain the Nasdaq approvals first. The polls remain open for them.

## What Adial does

Adial describes itself as a clinical-stage biopharmaceutical company focused on therapeutics for addiction and related disorders. Its investigational drug, AD04, is being developed as a treatment for alcohol use disorder. The company's 10-K for 2025 says AD04 was studied in the Phase 3 ONWARD trial and that Adial is now focused on completing the clinical development program in specified genetic subgroups identified with its companion diagnostic test. The company has no products approved for sale.

## Financial position

Adial reported research and development expense of $2.6 million for 2025, compared with $3.2 million for 2024. The net loss was $8.0 million for 2025 and $13.2 million for 2024. Cash from operations was negative $6.5 million in 2025 and negative $6.9 million in 2024. Year-end cash and cash equivalents were $5.9 million at the end of 2025 and $3.8 million at the end of 2024. The data summary reports $28.7 million of cash and cash equivalents at June 30, 2026, from an amended quarterly report.

## The cost to shareholders

The larger share count is the main thing holders should weigh. Authorized common stock rises fivefold to 500,000,000 shares when only 2,625,890 were outstanding on the record date, and the 8-K does not say how the company plans to use the new room. The new equity plans and the 552,940 warrant shares add to the count. The annual report said cash was not expected to last twelve months and put the accumulated deficit at approximately $90.0 million at the end of 2025. The filing does not say when Nasdaq will act, does not name successors for Claiborne and Gilliland, and says nothing on what the four open proposals cover.

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## Companies in this story

ADIL

Adial Pharmaceuticals, Inc

NASDAQ · United States

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Source page: https://aibio.space/news/adial-stockholders-approve-equity-plans-larger-share-authorization/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Adial stockholders approve equity plans and a larger share authorization", 2026-09-17, https://aibio.space/news/adial-stockholders-approve-equity-plans-larger-share-authorization/
