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Edesa Biotech, Inc.

For the period ended May 27, 2026. Filed Apr 3, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 27, 2026 · Filed Apr 3, 2026

EDSA$2.14+0.5%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material under §240.14a-12

Edesa Biotech, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

100 Spy Court,

Markham, ON Canada L3R 5H6

NOTICE OF 2026 ANNUAL GENERAL AND

SPECIAL MEETING OF SHAREHOLDERS

To be held on May 27, 2026

To the Shareholders of Edesa Biotech, Inc.:

Notice is hereby given that the 2026 Annual General and Special Meeting of Shareholders (the “Annual Meeting”) of Edesa Biotech, Inc. (the “Company” or “Edesa”) will be held at 10:30 a.m. (local time) on Wednesday, May 27, 2026, at the Edesa Biotech Corporate Offices, located at 100 Spy Court, Markham, ON Canada L3R 5H6. If you wish to attend the Annual Meeting in person, you will need to RSVP at least 48 hours prior to the Annual Meeting (or by 10:30 a.m. ET on May 25, 2026) toinvestors@edesabiotech.com and please include your name in the subject line of the e-mail. The following summarizes the matters to be considered and acted upon:

1.the election of seven (7) directors, nominated by the Company’s Board of Directors, to serve until the Company’s annual meeting of shareholders to be held in 2027 or until their successors are duly elected and qualified;
2.the approval, on an advisory basis, of the executive compensation of the Company’s named executive officers as described in this proxy statement;
3.the approval of an amendment to the Company’s 2019 Equity Incentive Compensation Plan (the “2019 Plan”) to (i) increase the number of shares available for issuance under the 2019 Plan by 750,000 shares and (ii) eliminate the annual per participant option grant limit;
4.the appointment of MNP LLP as the Company’s auditors and independent registered public accounting firm for the fiscal year ending September 30, 2026; and
5.such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof.

Only shareholders of record at the close of business on March 30, 2026, are entitled to receive notice of, and to vote at, the Annual Meeting and any adjournments or postponements thereof.

Your vote is important. To assure your representation at the Annual Meeting, you are urged to sign, date and return the proxy as soon as possible, or follow the instructions contained in the Notice of Internet Availability of Proxy Materials to vote by telephone or on the Internet. You may vote in person at the Annual Meeting even if you have previously returned a proxy. You may revoke your proxy in the manner described in the proxy statement at any time before it has been voted at the Annual Meeting.

By Order of the Board of Directors

/s/ Pardeep Nijhawan

(Principal Executive Officer)

April 3, 2026

Markham, ON, Canada

TABLE OF CONTENTS

ABOUT THE MEETING1
PROPOSAL 17
CORPORATE GOVERNANCE10
Board Composition10
Board Meetings10
Director Independence10
Board Committees10
Shareholder Nominations for Directorships12
Board Leadership Structure and Role in Risk Oversight12
Shareholder Communications12
Insider Trading Policy13
Code of Ethics and Business Conduct13
Anti-Hedging Policy13
INFORMATION CONCERNING EXECUTIVE OFFICERS14
EXECUTIVE COMPENSATION15
Summary Compensation Table15
Employment and Change in Control Agreements15
Outstanding Equity Awards at September 30, 202519
Outstanding Equity Awards Narrative Disclosure20
PAY VERSUS PERFORMANCE21
DIRECTOR COMPENSATION22
EQUITY COMPENSATION PLAN INFORMATION23
REPORT OF THE AUDIT COMMITTEE24
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT25
TRANSACTIONS WITH RELATED PERSONS28
PROPOSAL 230
PROPOSAL 331
PROPOSAL 442
SHAREHOLDER PROPOSALS44
HOUSEHOLDING OF ANNUAL MEETING MATERIALS46
OTHER MATTERS47
APPENDIX AApp-1

100 Spy Court,

Markham, ON Canada L3R 5H6

PROXY STATEMENT

General Information Concerning Voting and Solicitation

This proxy statement is being furnished to you in connection with the solicitation by the Board of Directors (the “Board”) of Edesa Biotech, Inc., a British Columbia corporation (“we”, “us”, “Edesa”, or the “Company”), of proxies in the accompanying form to be used at the 2026 Annual General and Special Meeting of Shareholders of the Company to be held at the Edesa Biotech Corporate Offices, located at 100 Spy Court, Markham, ON Canada L3R 5H6 at 10:30 a.m. (local time) on Wednesday, May 27, 2026, and at any adjournments or postponements thereof (the “Annual Meeting”).

As a British Columbia corporation subject to the reporting requirements of the U.S. Securities and Exchange Commission, our proxy disclosure has been prepared to comply with U.S. proxy disclosure requirements as allowed under National Instrument 51-102F6.

Our Board has fixed March 30, 2026 as the record date for determining those shareholders entitled to receive notice of, and to vote at, the Annual Meeting. Only shareholders of record at the close of business on March 30, 2026 will be entitled to vote at the Annual Meeting. These materials are first being sent or given to the shareholders on or about April 14, 2026. This proxy statement gives you information on the proposals to be presented at the Annual Meeting so that you can make an informed decision.

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting To Be Held on May 27, 2026.

Our proxy materials including the Proxy Statement for the Annual Meeting, our annual report for the fiscal year ended September 30, 2025 and proxy card are available on the Internet at www.proxyvote.com. Under Securities and Exchange Commission (the“SEC”) rules, we are providing access to our proxy materials by notifying you of the availability of our proxy materials on the Internet.

**ABOUT THE MEETING

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.