Item 3.03    Material Modification to Rights of Security Holders.

On May 15, 2020, Seelos Therapeutics, Inc. (the "Company") held its 2020 Annual Meeting of Stockholders (the "Meeting"). At the Meeting, the Company's stockholders approved an amendment to the Company's Amended and Restated Articles of Incorporation to increase the number of authorized shares of common stock, par value $0.001 per share ("Common Stock"), to a total of 360,000,000.

On May 18, 2020, the Company filed a Certificate of Amendment to the Amended and Restated Articles of Incorporation of the Company (the "Amendment Certificate") with the Secretary of State of the State of Nevada to increase the number of authorized shares of Common Stock from 120,000,000 to 360,000,000 (the "Share Increase Amendment") effective as of 11:06 AM Eastern Time on May 18, 2020. Any newly authorized shares of Common Stock were identical to the shares of Common Stock previously authorized and outstanding. The Share Increase Amendment did not alter the voting powers or relative rights of the Common Stock.

The Share Increase Amendment had no immediate dilutive effect on the proportionate voting power or other rights of the Company's existing stockholders. To the extent any of the Company's outstanding warrants, options or other convertible securities are exercised, or the Company issues additional shares of Common Stock in the future, the Company's stockholders will experience dilution. The Company's Board of Directors has no current plan to issue shares from the additional authorized shares provided by the Share Increase Amendment. However, any future issuance of additional authorized shares of Common Stock may, among other things, dilute the earnings per share of the Common Stock and the equity and voting rights of those holding Common Stock at the time the additional shares are issued. Additionally, this potential dilutive effect may cause a reduction in the market price of the Common Stock.

The foregoing description of the Amendment Certificate does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amendment Certificate, which is filed herewith as Exhibit 3.1 and incorporated herein by reference.

The information set forth in Item 3.03 of this Current Report on Form 8-K is incorporated by reference into this Item 5.03.

On May 15, 2020, the Company held the Meeting. At the Meeting, a total of 32,476,580 shares, or 73.8% of the Company's Common Stock issued and outstanding as of the record date, were represented virtually or by proxy.

At the Meeting, the Company's stockholders considered six proposals, each of which is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 13, 2020.

Set forth below is a brief description of each matter voted upon at the Meeting and the voting results with respect to each matter.

Proposal No. 1: To elect one Class III director, Richard W. Pascoe, nominated by the Company's Board of Directors, to serve until the 2023 Annual Meeting of Stockholders and until his successor is duly elected and qualified.

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Proposal No. 2: To ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020.