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Immix Biopharma, Inc.

For the period ended Dec 31, 2025. Filed Mar 25, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 25, 2026

IMMX$8.57+6.3%Stored close · as of Nov 9, 2026

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Contents

Item 9B. OTHER INFORMATION

(a) Disclosure in Lieu of Current Report on Form 8-K

Appointment of Executive Officers

On March 19, 2026, the Board appointed Ilya Rachman as our Chief Scientific Officer and Gabriel Morris as our President. Dr. Rachman and Mr. Morris shall continue to serve as our Chief Executive Officer and Chief Financial Officer, respectively, and will not receive any additional compensation in connection with serving in these additional roles.

Approval of 2025 Bonuses

Pursuant to the terms of their respective employment agreements, Ilya Rachman and Gabriel Morris are each entitled to a performance based annual incentive cash bonus payment equal to up to 50% of their base salaries if certain corporate and operational milestones are achieved. At the end of the fiscal year, the Compensation Committee reviews and determines the level of the Company’s achievement against the applicable corporate and operational milestones goals. On March 19, 2026, the Company’s Compensation Committee and Board of Directors approved 2025 annual cash bonuses for each of Dr. Rachman and Mr. Morris equal to 60% of their respective base salaries (120% of the target bonus) based on their achievement of the predetermined corporate and operational milestones.

Amendment to Amended and Restated 2021 Omnibus Equity Incentive Plan

On March 19, 2026, the Board adopted a formal amendment (the “2021 Plan Amendment”) to the Amended and Restated 2021 Omnibus Equity Incentive Plan which memorialized an amendment which was previously adopted via Board resolutions. The 2021 Plan Amendment provides that the Board may, in its discretion, delegate authority to one or more officers of the Company with respect to the granting of awards to other individuals who are not subject to the reporting and other provisions of Section 16 of the Exchange Act, provided that any such delegation by the Board shall include a limitation as to the amount of common stock underlying awards that may be granted during the period of the delegation and shall contain guidelines as to the determination of the exercise price and the vesting criteria. A copy of the 2021 Plan Amendment is attached as an exhibit to this Annual Report on Form 10-K.

Ratification of Option Grants

On March 19, 2026, the Board adopted, pursuant to Section 204 of the General Corporation Law of the State of Delaware, resolutions (the “Resolutions”) ratifying the issuance of certain options to purchase common stock granted to employees (the “Ratification”). A copy of the Resolutions adopted by the Board setting forth the information with respect to the Ratification required under Section 204 of the General Corporation Law of the State of Delaware is attached to this Annual Report on Form 10-K as Exhibit 99.1. Any claim that the defective corporate acts (including all putative options) identified in the Resolutions are void or voidable due to the failure of authorization, or any claim that the Court of Chancery of the State of Delaware should declare in its discretion that the ratifications not be effective or be effective only on certain conditions, must be brought within 120 days from the date of the filing of this Annual Report on Form 10-K.

(b) Rule 10b5-1 Trading Plans

Our directors and executive officers may from time to time enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or may represent a non-Rule 10b5-1 trading arrangement under the Exchange Act. During the quarter ended December 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f))adopted orterminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement”.

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