UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
On May 29, 2025, Azitra, Inc. (the “Company”), filed a definitive proxy statement on Schedule 14A (the “Proxy Statement”) with the Securities and Exchange Commission (the “SEC”) in connection with the Company’s 2025 Annual Meeting of Stockholders (the “Annual Meeting”) to be held virtually on June 23, 2025, at 11:00 a.m. Eastern Time. The Proxy Statement was supplemented by the proxy statement supplement filed with the SEC on June 18, 2025 (the “Supplement”).
The Supplement updates the voting standard for Proposal 2, described in the Proxy Statement. Proposal No. 2 in the Proxy Statement is a proposal for the Company’s stockholders to adopt an amendment to the Company’s Second Amended and Restated Certificate of Incorporation to increase the authorized number of shares of the Company’s common stock from 100,000,000 shares to 200,000,000 shares.
A copy of the Supplement is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Important Additional Information
This Form 8-K is not a substitute for the Proxy Statement, the Supplement, or any other documents that the Company has filed or may file with the SEC or send to its stockholders in connection with the Annual Meeting.
Stockholders may obtain free copies of the Proxy Statement, the Supplement, and all other documents filed or that will be filed with the SEC regarding the Annual Meeting at the website maintained by the SEC at www.sec.gov. Stockholders are urged to read the Proxy Statement, the Supplement, and the other relevant materials before making any voting decision.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit Number | Description | |
| 99.1 | ||
| 104 | Cover Page Interactive Data File (embedded with the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 18, 2025 | AZITRA, INC. | |
| By: | /s/ Francisco D. Salva | |
| Francisco D. Salva | ||
| Chief Executive Officer | ||