Adial Pharmaceuticals : Submission of Matters to a Vote of Security Holders - Form 8-K

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 2, 2023, Adial Pharmaceuticals, Inc. (the "Company") held its 2023 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders approved Amendment No. 5 to the Company's 2017 Equity Incentive Plan to increase the number of shares of common stock that the Company will have authority to grant under the plan from 380,000 to 500,000. A description of the 2017 Equity Incentive Plan, as amended, is set forth in the Company's definitive proxy statement on Schedule 14A for the Annual Meeting, which was filed on October 2, 2023 with the Securities and Exchange Commission (the "Definitive Proxy Statement") in the section entitled "Proposal 3-APPROVAL OF AN AMENDMENT TO OUR 2017 EQUITY INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES OF COMMON STOCK THAT WE WILL HAVE AUTHORITY TO GRANT UNDER THE PLAN FROM 380,000 TO 500,000", which is incorporated herein by reference. The description is qualified in its entirety by reference to the full text of Amendment No. 5 to the 2017 Equity Incentive Plan, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference.