UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 30, 2021

PHARMACYTE BIOTECH, INC.

(Exact Name of Registrant as Specified in its Charter)

Registrant's telephone number, including area code: (917) 595-2850

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this Chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [_]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [_]

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2021 Annual Meeting of Stockholders (“Annual Meeting”) of PharmaCyte Biotech, Inc. (“Company”) was held on June 16, 2021 and adjourned until concluded on June 30, 2021. The following proposals were approved at the Annual Meeting by the votes indicated:

Proposal One: To elect seven directors as nominated by the Board of Directors, each to serve a one-year term.

Proposal Two: To approve a Certificate of Amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of common stock of the Company.

Proposal Three: To approve the 2021 Equity Incentive Plan.

Proposal Four: To ratify the appointment of Armanino LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2022.

Item 8.01 Other Events.

On July 2, 2021, pursuant to stockholder approval at the Annual Meeting of Stockholders, the Company filed with the Secretary of State of the State of Nevada a Certificate of Amendment (“Certificate of Amendment”) to its Articles of Incorporation, as amended, to increase the number of authorized shares to Fifty Billion Ten Million (50,010,000,000) shares, of which Fifty Billion (50,000,000,000) shares, with a par value of $0.0001 per share, are designated “Common Stock” and of which Ten Million (10,000,000) shares, with a par value of $0.0001 per share, are designated “Preferred Stock.”

The Certificate of Amendment is filed as Exhibit 99.1, and is incorporated herein by reference.

Attached as Exhibit 99.2 is an amendment to the Company’s by-laws, which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.