Enveric Biosciences (NASDAQ: ENVB) boosts $1,346,000 ATM stock program

Rhea-AI Filing Summary

Enveric Biosciences, Inc. filed an 8-K describing that it has filed a prospectus supplement to register an additional $1,346,000 of shares of its common stock issuable under its existing At The Market Offering Agreement with H.C. Wainwright & Co., LLC.

The Agreement was originally dated April 9, 2025, and Enveric has previously sold an aggregate of $1,853,878.34 of common stock through the sales agent under this arrangement. A legal opinion from Greenberg Traurig, LLP regarding the validity of the newly registered shares is included as Exhibit 5.1, with a related consent in Exhibit 23.1.

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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 ExchangeAct of 1934

February 6, 2026

Date of Report (Date of earliest event reported)

Enveric Biosciences, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-38286		95-4484725
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

Enveric Biosciences, Inc.

245 First Street, Riverview II, 18th Floor
Cambridge, MA, 02142

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (617) 444-8400

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 SecuritiesAct (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the ExchangeAct (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the ExchangeAct (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the ExchangeAct (17 CFR 240.13e-4(c))

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		ENVB		The Nasdaq Stock Market

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 ExchangeAct 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 ExchangeAct. ☐

Item 8.01 Other Events.

On February 6, 2026, Enveric Biosciences, Inc. (the “Company”) filed a prospectus supplement (the “Prospectus Supplement”) to register an additional $1,346,000 of shares (the “Shares”) of its common stock, par value $0.01 per share (“Common Stock”), issuable pursuant to the At The Market Offering Agreement between the Company and H.C. Wainwright & Co., LLC (the “Sales Agent”), dated April 9, 2025 (the “ATM Agreement”). Prior to the date hereof, the Company has sold an aggregate of $1,853,878.34 shares of its Common Stock through the Sales Agent under the ATM Agreement. An opinion regarding the legality of the Shares issuable under the ATM Agreement and covered by the Prospectus Supplement is filed as Exhibit 5.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Exhibits
5.1		Legal Opinion of Greenberg Traurig, LLP
23.1		Consent of Greenberg Traurig, LLP (contained in Exhibit 5.1)
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

Date:February 6, 2026	ENVERIC BIOSCIENCES, INC.
	By:	/s/ Joseph Tucker
		Joseph Tucker, Ph.D.
		Chief Executive Officer

FAQ

What did Enveric Biosciences (ENVB) disclose in its latest 8-K?

Enveric Biosciences disclosed that it filed a prospectus supplement to register an additional $1,346,000 of common stock under its existing at-the-market offering agreement. This expands the amount of stock that can be issued through its sales agent, H.C. Wainwright & Co., LLC.

How much additional stock did Enveric Biosciences (ENVB) register under its ATM program?

Enveric Biosciences registered an additional $1,346,000 of common stock under its at-the-market offering agreement. These shares are issuable through H.C. Wainwright & Co., LLC pursuant to a prospectus supplement filed on February 6, 2026, expanding the company’s available offering capacity.

How much has Enveric Biosciences (ENVB) already sold under the ATM agreement?

Before this new prospectus supplement, Enveric Biosciences had sold an aggregate of $1,853,878.34 of common stock through H.C. Wainwright & Co., LLC. These prior sales were made under the same At The Market Offering Agreement dated April 9, 2025.

Who is the sales agent for Enveric Biosciences’ (ENVB) ATM offering?

The sales agent for Enveric Biosciences’ at-the-market offering is H.C. Wainwright & Co., LLC. The common stock is issued under an At The Market Offering Agreement between the company and the sales agent, originally dated April 9, 2025, and supplemented on February 6, 2026.

What legal opinion was filed with Enveric Biosciences’ (ENVB) 8-K?

Enveric Biosciences filed a legal opinion from Greenberg Traurig, LLP as Exhibit 5.1, addressing the legality of the shares issuable under the ATM agreement. A related consent from the same firm is included as Exhibit 23.1 within the same filing.

Which SEC item does Enveric Biosciences (ENVB) use for this disclosure?

The disclosure is provided under Item 8.01, Other Events of the Form 8-K. This item is used when a company reports significant events that are important to security holders but do not fit within the more specific 8-K reporting items.