CervoMed Inc. SEC Filings

CervoMed Inc. registered up to 10,081,131 shares of common stock for resale by existing investors, all tied to a June 11, 2026 private placement. The shares include stock already issued plus shares underlying Pre-Funded, Series B and Series C warrants. CervoMed will not receive proceeds from these resales but may receive up to approximately $1,593, $11.2 million and $10.6 million if the respective warrant series are exercised for cash, which would be used for working capital and general corporate purposes. A risk factor notes that resale of these shares, or the perception they may be sold, could pressure the market price. The company recently completed a $10.0 million registered direct offering and a $10.5 million private placement and obtained a US patent notice of allowance for neflamapimod in dementia with Lewy bodies.

CervoMed Inc. has completed enrollment in its Phase 2a clinical study of neflamapimod in nonfluent variant primary progressive aphasia (nfvPPA), a form of frontotemporal dementia with no approved treatments. The trial enrolled 25 participants on two oral dosing regimens over 24 weeks, followed by a 12‑week placebo‑controlled extension at leading U.S. academic centers.

Interim biomarker data from the study are scheduled to be presented at the 19th Clinical Trials on Alzheimer’s Disease (CTAD) conference in Boston on November 16–19, 2026, with initial clinical data expected in the first quarter of 2027. Recent preclinical work published in Nature Neuroscience shows that p38α inhibition, including with neflamapimod, reversed axonal transport deficits in tau‑mutation FTD models, supporting the drug’s mechanistic rationale. Neflamapimod holds U.S. FDA Orphan Drug Designation for FTD, providing development and exclusivity benefits if approved.

CervoMed Inc shareholders were updated when Morgan Stanley and Morgan Stanley Capital Services LLC amended their Schedule 13G filings to report reduced holdings. Morgan Stanley reports 0.1% of the class with 10,000 shared voting power and 12,550 shared dispositive power; Morgan Stanley Capital Services LLC reports 0.0%.

The filing states both entities "have ceased to be the beneficial owner of more than five percent of the class of securities." The amendment is signed by an authorized signatory and includes exhibits for a joint filing agreement and Item 7 subsidiary details.

CervoMed Inc. files a shelf registration to permit resale by selling stockholders of up to 10,081,131 shares of common stock, consisting of issued shares and shares issuable upon exercise of Pre-Funded Warrants, Series B Warrants and Series C Warrants issued in a June 11, 2026 private placement. The Company states it will not receive proceeds from resale by the selling stockholders but would receive cash proceeds if any Warrants are exercised for cash, and discloses recent financings including a 2,500,000-share Registered Offering that closed June 22, 2026 for gross proceeds of $10.0 million.

CervoMed Inc. Schedule 13G filing reports that CVI Investments, Inc. and Heights Capital Management, Inc. together beneficially hold 750,000 shares of CervoMed common stock, representing 5.5% of the class. The filing references 13,526,233 Shares outstanding as of completion of the offering per the Prospectus Supplement dated June 22, 2026. Heights Capital Management, Inc. is the investment manager to CVI Investments, Inc. and may be deemed to possess voting and dispositive power over the shares; both Reporting Persons disclaim beneficial ownership except for pecuniary interest. The submission is signed by Sarah Travis and includes a Limited Power of Attorney and a Joint Filing Agreement as exhibits.

CervoMed Inc. closed a registered direct offering of 2,500,000 shares of common stock at $4.00 per share, raising gross proceeds of $10 million. The transaction was priced at-the-market under Nasdaq rules, with H.C. Wainwright & Co. acting as exclusive placement agent.

The company plans to use the net proceeds for working capital and general corporate purposes. The shares were issued under an effective Form S-3 shelf registration statement using a final prospectus supplement and accompanying prospectus filed with the SEC.

CervoMed Inc. is offering 2,500,000 shares of common stock at an offering price of $4.00 per share pursuant to this prospectus supplement. Delivery is expected on or about June 22, 2026, with estimated net proceeds to the company of approximately $9.1 million.

The offering is being conducted on a best-efforts basis with H.C. Wainwright & Co. as exclusive placement agent and assumes sale of all shares. The prospectus supplement notes a public float of $32,126,620 based on 11,026,233 shares outstanding and 7,105,447 shares held by non-affiliates. Recent corporate items include a notice of allowance from the U.S. Patent and Trademark Office dated June 16, 2026 and a closed private placement on June 11, 2026 that generated approximately $10.5 million in gross proceeds.

CervoMed Inc. entered into definitive agreements for a registered direct offering of 2,500,000 shares of common stock at $4.00 per share, for aggregate gross proceeds of $10.0 million. The company plans to use the net proceeds for working capital and general corporate purposes.

H.C. Wainwright & Co. is acting as exclusive placement agent, receiving a 6.0% cash fee, a 1.0% management fee, specified expense reimbursements, and Placement Agent Warrants equal to 6.0% of the shares sold, exercisable at $5.00 per share. CervoMed agreed to a 30‑day lock‑up on most new equity issuances and a six‑month restriction on variable rate transactions, with customary exceptions. The new shares are being issued off an effective Form S‑3 shelf, while the Placement Agent Warrants and any pre‑funded warrants are being issued in a private placement with beneficial ownership limits of 4.99%, adjustable up to 9.99% after notice.