PDS Biotechnology Corp 10-K

ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is listed on the Nasdaq Capital Market under the symbol “PDSB”. Holders As of March 25, 2026 , there were 35 stockholders of record, which excludes stockholders whose shares were held in nominee or street name by brokers. Dividends We have never declared or paid any cash dividends on our common stock and do not anticipate paying any cash dividends in the foreseeable future. Any future determination to pay dividends will be at the discretion of our board of directors, subject to applicable laws, and will depend on a number of factors, including our financial condition, results of operations, capital requirements, contractual restrictions, general business conditions, and any other factors that our board may deem relevant. Equity Compensation Plans Information regarding our equity compensation plans is incorporated by reference from the information in our Proxy Statement for our 2026 Annual Meeting of Stockholders, which we will file with the SEC within 120 days after the end of the fiscal year to which this Annual Report on Form 10-K relates. Unregistered Sales of Equity Securities During the year ended December 31, 2023, we entered into a Consulting Agreement, dated October 11, 2023 with DC Consulting LLC, or DC, and a Consulting Agreement, dated April 12, 2023, with DC, or the 2023 Consulting Agreements. During the year ended December 31, 2024, we entered into a Consulting Agreement, dated June 17, 2024 with DC, or the 2024 Consulting Agreement. On February 25, 2025 and on October 30, 2025, we entered into a Consulting Agreement with DC, and on January 29, 2025, we entered into a Consulting Agreement with MDM Worldwide Solutions, or MDM, together the 2025 Consulting Agreements, together with the 2023 Consulting Agreements and the 2024 Consulting Agreement, the Consulting Agreements. As partial compensation for the consulting services provided by DC and MDM to the Company under the Consulting Agreements, the Company issued DC 100,000 shares of common stock pursuant to a Common Stock Purchase Agreement, dated October 11, 2023, 100,000 shares of common stock pursuant to a Common Stock Purchase Agreement, dated April 12, 2023, 100,000 shares of common stock pursuant to a Common Stock Purchase Agreement, dated June 17, 2024, 100,000 shares of common stock pursuant to a Common Stock Purchase Agreement, dated February 25, 2025 and 100,000 shares of common stock pursuant to a Common Stock Purchase Agreement, dated October 30, 2025. The Company issued MDM 50,000 shares of common stock pursuant to a Common Stock Purchase Agreement dated January 29, 2025. These shares were issued and sold in reliance upon the available exemption from registration requirements of Section 4(a)(2) of the Securities Act. Repurchases of Equity Securities None. 89 Index