Every 8-K that ENDRA Life Sciences Inc. (NDRA) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NDRA and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NDRA filings page.
ENDRA Life Sciences Inc. reported second quarter 2026 results and highlighted a pending strategic transaction. On June 25, 2026, ENDRA entered into a definitive merger agreement under which Noble Africa LLC will merge with a wholly owned subsidiary of ENDRA and survive as a wholly owned subsidiary. Upon completion, ENDRA will be renamed Noble Africa Inc., giving investors exposure to Renergen’s Virginia Gas Project in South Africa. In connection with the transaction, Noble Africa agreed to private placements expected to generate approximately $50 million in gross proceeds, with closing anticipated concurrently with the merger in the fourth quarter of 2026, subject to stockholder and regulatory approvals.
ENDRA also completed a $3.8 million private placement on May 28, 2026, with the proceeds classified as restricted cash as of June 30, 2026. As of that date, the company held $1.7 million in cash, $3.8 million in restricted cash, and $1.9 million in its digital asset treasury. Research and development expenses fell 39% and sales and marketing expenses fell 92% versus the second quarter of 2025, while total operating expenses rose to $1.5 million, including higher non-cash stock-based compensation. Other income reached $1.6 million, primarily from realized and unrealized gains on digital assets, leading to net income of $159,944 compared with a net loss of $1.2 million a year earlier.
ENDRA Life Sciences Inc. reports that Nasdaq has notified the company it has regained compliance with the exchange’s minimum stockholders’ equity requirement of $2,500,000 under Nasdaq Listing Rule 5550(b)(1). This follows an earlier notice of deficiency based on the company’s Form 10-K for the year ended December 31, 2025.
Under Nasdaq Listing Rule 5815(d)(4)(A), the company will be subject to a one-year Discretionary Panel Monitor period starting July 1, 2026. If ENDRA falls out of compliance with any Nasdaq listing rule during this monitoring period, it will not receive additional time to cure but would instead receive a Delist Determination Letter, with only the opportunity to request another hearing before a Nasdaq Hearings Panel.
ENDRA Life Sciences agreed to merge with Noble Africa LLC, an ASP Isotopes subsidiary that will hold South African helium and LNG company Renergen. Before the merger, Noble plans a private investment of approximately $50 million by selling 4,594,218 Class A units or pre-funded warrants and 3,054,185 Class B units at $6.57 per unit.
At closing, Noble will become a wholly owned subsidiary of ENDRA, which will be renamed Noble Africa Inc. and adopt a dual-class structure with Class A and Class B common stock, with Class B carrying ten votes per share. ASPI will receive 55,500,000 Class B units of Noble, later convertible into Class B common stock. ENDRA may implement a reverse stock split to maintain Nasdaq compliance and will seek stockholder approval for the merger consideration, the reverse split, a new equity plan and a new charter.
The merger is subject to conditions including ENDRA stockholder approval, SEC effectiveness of a Form S-4, Nasdaq listing of the new shares, completion of the $50 million Noble financing, OPIC consent under an existing finance agreement, ASPI’s contribution of Renergen and ENDRA holding at least $3.8 million of cash. The outside date for closing is December 24, 2026, and either party can terminate if key conditions, including stockholder approval, are not met.
ENDRA Life Sciences has announced a proposed merger in which its subsidiary will combine with Noble Africa LLC, a wholly owned ASP Isotopes unit that holds Renergen’s helium interests. Noble Africa would be the surviving entity and the combined company plans to trade on Nasdaq as “NOBA.”
Alongside the merger, Noble Africa has secured commitments for a concurrent private placement expected to raise approximately $50 million in gross proceeds, including about $20 million from ASP Isotopes and about $30 million from other investors, such as $750,000 from ASP Isotopes directors and management. At closing, ASP Isotopes is expected to own roughly 89% of the combined company, pre-closing ENDRA stockholders about 3%, and other private placement investors about 7%.
The transactions have been approved by both boards and are expected to close in the third or fourth quarter of 2026, subject to ENDRA stockholder approval, SEC effectiveness of a Form S-4 registration statement, and other customary conditions. The combined company would operate as Noble Africa Inc. with a board primarily designated by ASP Isotopes.
ENDRA Life Sciences Inc. entered into a private placement with an accredited investor, agreeing to sell 578,387 shares of common stock (or prefunded warrants in lieu) plus common warrants to purchase up to 1,156,774 additional shares at an exercise price of $6.57 per share. Each share (or prefunded warrant) and accompanying common warrants were priced at a combined $6.57, for expected gross proceeds of approximately $3.8 million, with Lucid Capital Markets acting as placement agent.
The company granted the investor registration rights and issued prefunded warrants and common warrants that are subject to stockholder approval and beneficial ownership limits, with common warrants exercisable for five years after exercisability begins. A Side Letter requires ENDRA to maintain at least the $3.8 million Purchase Price in a segregated account and potentially repay that amount, net of the fair market value of securities purchased, if it decides not to pursue a specified strategic alternative, and gives the investor a board observer right.
As compensation, the placement agent will receive prefunded warrants for up to 100,000 shares. The company notes that its stockholders’ equity was $2,260,120 as of its most recent Form 10-K, below Nasdaq’s $2.5 million minimum, and that Nasdaq staff has initiated a delisting process subject to a hearing. ENDRA believes that, as a result of this offering, its stockholders’ equity now exceeds $2.5 million and is awaiting formal Nasdaq confirmation.
ENDRA Life Sciences Inc. reported that Nasdaq has again found the company out of compliance with its minimum stockholders’ equity listing standard. Nasdaq requires at least $2,500,000 of stockholders’ equity, while ENDRA reported $2,260,120 in its Form 10-K for the year ended December 31, 2025.
Nasdaq staff has notified ENDRA that its securities are subject to delisting unless it requests a hearing before the Nasdaq Hearings Panel. The company plans to request this hearing, which will temporarily halt delisting actions, and is evaluating options to increase equity and regain compliance, though there is no assurance it will succeed.
ENDRA Life Sciences reported a smaller net loss for 2025 while continuing to invest in its TAEUS thermoacoustic liver imaging platform and reviewing strategic alternatives. The company focuses on steatotic liver disease, aiming to offer a more accessible, ultrasound-based diagnostic option.
Operating expenses for 2025 fell to $5.8 million from $10.8 million in 2024, reflecting streamlining efforts, including a prior non-cash inventory charge. Net loss improved to $7.0 million from $11.5 million, helped by lower research, sales and marketing, and general and administrative costs.
In the fourth quarter of 2025, cash used in operations was $1.6 million. As of December 31, 2025, ENDRA held $762,365 in cash and cash equivalents and $2.0 million in digital assets, forming part of its capital management strategy alongside lease and warrant liabilities.
ENDRA Life Sciences Inc. is launching a formal review of strategic alternatives aimed at maximizing shareholder value while continuing to pursue its TAEUS thermoacoustic imaging business. The Board will consider options such as strategic investments, mergers, business combinations, collaborations, asset sales, or a sale or merger of the Company, with Lucid Capital Management as financial advisor and K&L Gates as legal counsel. In connection with this shift, ENDRA reduced its workforce on March 19, 2026 and expects to record approximately $51,000 in pre-tax severance charges in the first quarter of 2026.
ENDRA Life Sciences Inc. reported results of its 2025 annual stockholder meeting. Stockholders approved a Certificate of Amendment to increase the authorized shares of common stock from 20,000,000 to 1,000,000,000, with the change becoming effective upon filing with the Delaware Secretary of State on December 10, 2025.
Stockholders also approved a Second Amendment to the company’s 2016 Omnibus Incentive Plan and re-elected four directors to serve until the next annual meeting. They ratified RBSM LLP as independent registered public accounting firm for the fiscal year ending December 31, 2025 and approved executive compensation on an advisory basis, while a proposal to add officer exculpation to the certificate of incorporation did not receive sufficient support.
ENDRA Life Sciences (NDRA) updated its Nasdaq compliance status. The company reported a private placement closed on October 15, 2025, issuing 744,340 shares (or prefunded warrants in lieu) and warrants for up to 1,488,680 shares with exercise prices of $6.32 (and $6.81 for a director), generating approximately $4.9 million in gross proceeds. On October 29, 2025, it also entered an at-the-market program with Lucid Capital Markets for up to $1,750,000 in aggregate gross proceeds.
The company purchased 78,863.1 HYPE tokens as part of a digital asset treasury strategy. Based on these actions, ENDRA believes it has regained compliance with Nasdaq’s minimum $2.5 million stockholders’ equity requirement. Nasdaq will continue to monitor compliance and may delist the company if a future periodic report does not evidence compliance.
ENDRA Life Sciences (NDRA) entered an at-the-market (ATM) sales agreement with Lucid Capital Markets, LLC, allowing the company to offer and sell, from time to time, shares of common stock for aggregate gross proceeds of up to $1,750,000. Sales may be made as “at-the-market” offerings under Rule 415, including directly on or through the Nasdaq Capital Market, and may also include negotiated principal transactions with Lucid. The shares are registered under the company’s shelf registration statement on Form S-3 (File No. 333-277058) and a prospectus supplement dated October 29, 2025.
ENDRA will pay Lucid a commission of up to 3.0% of gross proceeds on shares sold and reimburse specified expenses. The agreement ends upon the earlier of selling all registered shares, termination by either party per its terms, or the three-year anniversary of the agreement. ENDRA is not obligated to sell and may suspend or terminate offers at any time.
ENDRA Life Sciences (NDRA) reported the closing of a private placement and the launch of a digital asset treasury. The company purchased 78,863.1 HYPE tokens with an estimated total value of $3,000,000 as of October 21, 2025 to initiate this program.
ENDRA also furnished a press release and filed an updated description of its digital asset strategy along with supplemental risk factors addressing regulatory, accounting, tax, market volatility, and listing compliance considerations. These materials are incorporated by reference as Exhibits 99.1, 99.2, and 99.3.
ENDRA Life Sciences (NDRA) entered a private placement, agreeing to sell 744,340 shares of common stock (and/or prefunded warrants) with accompanying warrants to purchase up to 1,488,680 shares at an exercise price of $6.32, sold at a combined purchase price of $6.57 per share-and-warrant. A board member participated at $7.06 with warrants exercisable at $6.81. The deal is expected to close on October 15, 2025, with expected gross proceeds of approximately $4.9 million.
The company plans to allocate the majority of net proceeds to a new digital asset treasury (DAT) strategy, initially placing approximately $3.5 million under management with Arca Investment Management. Fees include a 1.25%–1.75% annual management fee and a 10%–15% performance fee. ENDRA capped spending on its TAEUS liver device pilot validation imaging study at up to $750,000 from the Offering and no more than $1 million in total. A Registration Rights Agreement requires filing a resale registration within 30 days of closing. ENDRA terminated its prior $6.2 million ATM program on October 13, 2025. The company appointed Jeff Dorman to its Digital Asset Advisory Board and will custody DAT assets with Anchorage Digital Bank.
ENDRA Life Sciences (NDRA) filed an amended 8-K to correct technical EDGAR item coding and reported a private placement to support its digital asset treasury (DAT) strategy.
The company agreed to sell 744,340 shares of common stock and/or prefunded warrants, plus common warrants to purchase up to 1,488,680 shares at an exercise price of $6.32, sold at a combined $6.57 per share-and-warrant unit. A director participant purchased at $7.06 with warrants exercisable at $6.81. Closing was expected on October 15, 2025, for anticipated gross proceeds of approximately $4.9 million, with Lucid Capital Markets as placement agent.
Most net proceeds will fund the DAT strategy; up to $750,000 may be used on a pilot validation imaging study of the TAEUS liver device, and no more than $1 million in aggregate on that study. The company will file a resale registration within 30 days of closing. ENDRA entered an investment management agreement with Arca, initially allocating about $3.5 million, paying 1.25%–1.75% AUM fees plus 10%–15% performance fees, and issued 400,000 advisory warrants (100,000 exercisable at $6.95; 300,000 contingent at $6.95–$7.50). Custody will be with Anchorage Digital Bank. The company terminated its $6.2 million ATM and issued placement agent warrants for 44,660 shares at $9.47. The 2025 annual meeting is set for December 9, 2025; record date is October 16, 2025.