Aethlon Medical, Inc. (AEMD) Earnings Call Transcript & Summary

October 1, 2026

NASDAQ US Health Care Health Care Equipment and Supplies shareholder_meeting 15 min

Earnings Call Speaker Segments

Operator

operator
#1

Greetings. Welcome to Aethlon Medical, Inc. 2026 Annual Meeting of Stockholders. [Operator Instructions] Please note, this conference is being recorded. I will now turn the conference over to your host, James Frakes, Chief Executive Officer and Chief Financial Officer of Aethlon Medical Inc. James, please go ahead.

James Frakes

executive
#2

Thank you. Good morning, everyone. My name is James Frakes, and I'm the Chief Executive Officer and Chief Financial Officer of Aethlon Medical, Inc. I'm pleased to welcome you to the Aethlon Medical Annual Meeting of Stockholders. The meeting will now officially come to order. The time is now approximately 8:00 a.m. Pacific Time on October 1, 2026, and the polls are now open for voting on all matters to be presented. As you know, we have adopted a virtual format for our annual meeting this year in order to provide a consistent and convenient experience to all stockholders regardless of location. Before we proceed with the formal business of the meeting, I'd like to introduce to you the members of the business team who are with us today. The other officer of the company with us virtually today is Michele Bombardiere, VP Controller. I would also like to introduce Jennifer Trowbridge of Procopio, Cory, Hargreaves & Savitch LLP, the company's outside legal counsel, who is also in attendance virtually and is available to respond to appropriate questions as needed. Ms. Trowbridge will be serving as Inspector of Election and Secretary of the Annual Meeting. We will now proceed with the formal business of the meeting in the order set forth in the notice of annual meeting and proxy statement. We will first present the proposal submitted for stockholder approval by our Board. We will take questions related to the proposals after all the proposals have been presented, after which we will announce the preliminary results of the voting. As I mentioned earlier, the polls are open for voting on all matters to be presented. Each share of common stock issued and outstanding as of the close of business on August 10, 2026, the record date for the annual meeting, is entitled to 1 vote on each matter to be presented. After I describe each item to be voted on, we will close the polls. We will not accept ballots, proxies, revocations or changes after the closing of the polls. If you have already submitted your vote by proxy and do not wish to change your vote, you do not need to vote now and your shares will be voted as you previously instructed. If you intend to vote and have not already done so or you desire to change your vote, you must submit your vote online now. If you have not voted, I encourage you to vote online now to ensure that your vote is counted. [Voting]

James Frakes

executive
#3

If you hold your shares through a bank, broker or other nominee, you must follow the directions you received from them in order to vote or to change your previously submitted vote. Stockholders of record and registered beneficial owners may submit questions or comments for the Q&A portion of the meeting. Questions can be submitted by e-mail to me, Jim Frakes, CEO and CFO of Aethlon, at jfrakes@aethlonmedical.com. We will try to answer questions submitted that are germane to the proposals and/or this meeting as and if we have time. I will screen incoming questions, and during the Q&A portion of the meeting, we'll read germane questions out loud before someone from our team responds. Please submit your questions now to make sure they are received in timely fashion for our review and response. Will the Secretary of the meeting please report at this time with respect to the mailing of the notice of the meeting and the stockholders' list?

Jennifer Trowbridge

attendee
#4

Yes. I have, at this meeting, a complete list of the holders of record of the company's common stock on August 10, 2026, the record date for this meeting. A list of stockholders of record is available for inspection by stockholders of record during this meeting for any reason germane to this meeting. I also have an affidavit certifying that on or about September 1, 2026, a notice of Annual Meeting of Stockholders of the company was deposited in the United States mail to all stockholders of record at the close of business on August 10, 2026.

James Frakes

executive
#5

Thank you. At this time, I'm appointing Ms. Trowbridge to act as Inspector of Election at this meeting. Ms. Trowbridge has taken and subscribed the customary oath of office to execute her duties with strict impartiality. We will file this oath with the records of the meeting. Her function is to decide upon the qualifications of voters, accept their votes and when balloting on all matters is completed to tally the final votes. Will the Secretary please report at this time with respect to the existence of a quorum?

Jennifer Trowbridge

attendee
#6

Yes. Proxies have been received for 399,752 of the total 711,136 shares of common stock outstanding on the record date. This represents approximately 56.21% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.

James Frakes

executive
#7

Thank you. Accordingly, we will now proceed with the formal business of this meeting. After all of the proposals have been described, we will answer any questions related to the proposals [Technical Difficulty]. As a reminder, we ask that any questions or comments during this portion of the meeting pertain only to these proposals. Please submit any questions as soon as possible for our review. There are 10 proposals to be considered by the stockholders of this meeting. The first item of business is the election of 5 directors to serve until the Annual Meeting of Stockholders in 2027 and until their successors are elected. The nominees for Director are Edward G. Broenniman, James B. Frakes, Nicolas Gikakis, Angela Rossetti and Chetan S. Shah M.D. The second item of business today is the ratification of the appointment of Haskell & White LLP as our independent registered accounting firm for the fiscal year ending March 31, 2027. The third item of business is the approval of an issuance of up to 1,126,602 shares of the company's common stock issuable upon the exercise of common warrants and placement agent warrants issued pursuant to the company's offering in July '26. The fourth item of business is the approval of the compensation of our named chief -- named executive officers as disclosed in the proxy statement. The fifth item of business is the approval of an amendment to our 2020 Equity Incentive Plan, as amended, to increase the number of shares of our common stock authorized for issuance thereunder by 100,000 shares. The sixth item of business is the approval of an amendment to our articles of incorporation to increase the number of authorized shares of our common stock from 20 million to 200 million. The seventh item of business is the approval of an amendment to our Articles of Incorporation to authorize 20 million shares of preferred stock and to authorize the Board of Directors to establish one or more series thereof and to fix the designations, powers, preferences, rights, qualifications, limitations and restrictions of each such series. The eighth item of business is the approval of an issuance of the company's common stock or series convertible -- or securities convertible into or exercisable for shares of the company's common stock in connection with one or more future private financing transactions. The ninth item of business is the approval of an issuance of the company's common stock and/or securities exercisable for shares of the company's common stock in connection with one or more warrant exercise inducement transactions, including certain outstanding warrants of the company. And the tenth and final item of business is the approval of an adjournment of the annual meeting to another place or a later date or dates, if necessary or appropriate, to solicit additional proxies in the events we have not received sufficient votes in favor of any of the foregoing proposals. That was the final proposal for today's meeting. I will now take a moment to review any questions submitted regarding the proposals before we close the polls. As a reminder, we will only review and answer questions at this time that pertain to the proposals. I will now look for any questions. I do not see any questions. As there are no questions related to the proposals being presented to our stockholders for approval at today's meeting, the time is now 8:10 a.m. Pacific Time, and the polls are now closed for voting. May we have the results of the voting, please?

Jennifer Trowbridge

attendee
#8

Based on the preliminary voting report, the results for the proposals presented at this meeting are as follows: the proposals to elect each of Edward Broenniman, James Frakes, Nicolas Gikakis, Angela Rossetti and Chetan Shah as Directors of the company is carried. The selection of Haskell & White LLP as the company's independent registered public accounting firm for the fiscal year ended March 31, 2027, is approved. The proposal to approve an issuance of up to an aggregate of 1,126,602 shares of the company's common stock issuable upon the exercise of common warrants and placement agent warrants issued pursuant to the company's offering in July 2026 is approved. The proposal to approve the compensation of our named executive officers as disclosed in the proxy statement is approved. The proposal to approve an amendment to our 2020 Equity Incentive Plan as amended to increase the number of shares of our common stock authorized for issuance thereunder by 100,000 shares is approved. The proposal to approve an amendment to our articles of incorporation to increase the number of authorized shares of our common stock from 20 million to 200 million is approved. The approval to the amendment of our Articles of Incorporation to authorize 20 million shares of preferred stock and to authorize the Board of Directors to establish one or more series thereof and to fix the designations, powers, preferences, rights, qualifications, limitations and restrictions of each series is not approved. The proposal to approve the issuance of the company's common stock or securities convertible into or exercisable for shares of the company's common stock in connection with one or more future private financing transactions is approved. The proposal to approve an issuance of the company's common stock and/or securities exercisable for shares of the company's common stock in connection with one or more future warrant exercise inducement transaction involving certain outstanding warrants of the company is approved. The proposal to approve an adjournment of the annual meeting to another place or later date or dates, if necessary or appropriate, to solicit additional proxies in the event we have not received sufficient votes of the foregoing proposals is approved.

James Frakes

executive
#9

Thank you. Proposal #7 did not receive the vote required for approval and the remaining proposals presented for approval at today's meeting were approved by our stockholders. We will not be adjourning the meeting to another place or time, and we'll close out all matters of business at today's meeting. We expect to report our preliminary voting results or, if available to us on a timely basis, our final voting results on a current form on Form 8-K to be filed with the SEC within 4 business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within 4 business days after the final results are known to us. This concludes the formal portion of today's meeting, and the annual meeting is now concluded. We will now entertain any questions from stockholders. I will look again. I did not receive any questions. So I would like to thank everyone for attending today's virtual meeting and for your continued support of Aethlon Medical. Have a good day. Thank you very much. Goodbye.

Operator

operator
#10

This concludes today's conference, and you may disconnect at this time. Thank you for your participation.

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