Welcome to our dedicated page for Minerva Neurosci SEC filings (Ticker: NERV), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Minerva Neurosciences, Inc. filings document the regulatory record of a Nasdaq-listed clinical-stage biopharmaceutical company focused on central nervous system disorders. Form 8-K reports cover results of operations and financial condition, Regulation FD materials, roluperidone clinical-development disclosures, annual meeting timing, and material corporate events involving officers, directors, compensation arrangements, and governance.
Definitive proxy statements describe stockholder meeting procedures, board elections, voting matters, executive compensation, and corporate-governance practices. The filings also identify Minerva’s common stock listed on The Nasdaq Capital Market and provide formal disclosure around financing arrangements, board composition, and the company’s roluperidone program for negative symptoms of schizophrenia.
Minerva Neurosciences disclosed that Janus Henderson Group plc reports beneficial ownership of 9.9% of its common stock, representing 4,307,759 shares. The filing states the holdings include 9,000 pre-funded Series A Warrants and 4,500 Series A Warrants, held through multiple Janus Henderson asset managers that exercise shared voting and dispositive power on behalf of managed portfolios.
The filing notes that the asset managers generally exercise voting and investment discretion for client accounts and that the managed portfolios (not Janus Henderson) have the right to receive dividends and sale proceeds; one fund is identified as holding more than 5% of the class. The filing is dated 03/31/2026 with signature dated 5/15/2026.
Minerva Neurosciences, Inc. Schedule 13G/A shows Balyasny entities and Dmitry Balyasny reporting beneficial ownership of 4,323,112 shares of common stock, representing 9.99% of the class based on 43,274,398 Shares outstanding as of March 6, 2026.
The filing attributes voting and dispositive power over those shares to Balyasny Asset Management L.P., BAM GP LLC, Balyasny Asset Management Holdings, Dames GP LLC and Dmitry Balyasny, and states certain shares include amounts issuable upon exercise of warrants subject to a Beneficial Ownership Limitation.
Minerva Neurosciences reported a Q1 2026 net loss of $125.4 million, much larger than the prior year mainly because of a non-cash $109.4 million increase in the fair value of its warrant liability and $8.7 million of stock-based compensation.
Operating costs rose as the company prepared its confirmatory Phase 3 C19 trial for roluperidone in schizophrenia, with research and development expenses of $5.3 million and general and administrative expenses of $11.4 million. On March 31, 2026, the first patient was screened in the C19 trial.
Minerva ended March 31, 2026 with $78.2 million in cash, cash equivalents, marketable securities and restricted cash and believes this will fund operations for at least 12 months from issuance of the financial statements. Non-GAAP adjusted net loss was $7.3 million, reflecting the exclusion of non-cash warrant and equity compensation charges.
Minerva Neurosciences reported first quarter 2026 results and progress on its lead drug roluperidone for negative symptoms of schizophrenia. The company has initiated its confirmatory Phase 3 MIN-101C19 trial and screened the first patient, with topline 12‑week data expected in the second half of 2027.
Research and development expenses were $5,255 thousand, up from $1,362 thousand, mainly from starting the C19 trial. General and administrative expenses rose to $11,417 thousand from $2,541 thousand, driven by $8,710 thousand of stock-based compensation, including a one‑time $6,600 thousand option modification charge.
GAAP net loss was $125,404 thousand, or $2.86 per share, largely due to a non‑cash $109,360 thousand warrant liability charge. On a non‑GAAP basis, adjusted net loss was $7,334 thousand, or $0.17 per share. Cash, cash equivalents, marketable securities and restricted cash totaled $78,200 thousand as of March 31, 2026.
Minerva Neurosciences, Inc. is holding its 2026 virtual annual stockholder meeting on June 3, 2026 at 8:30 a.m. Eastern, with April 9, 2026 as the record date. Stockholders will vote on electing two directors, two charter amendments, executive pay, say‑on‑frequency, and auditor ratification.
The board seeks to add Delaware‑permitted exculpation for certain officers and to delete an exclusive‑forum clause from the charter, leaving the bylaw forum clause in place. The proxy details 2025 pay for executives, including CEO Remy Luthringer’s $675,027 salary, $482,644 bonus and $8.19 million in option awards.
Minerva Neurosciences Chief Business Officer and General Counsel James Joseph O'Connor received a grant of 350,800 employee stock options for common stock. The options have an exercise price of $6.97 per share and are held directly.
The option award vests 25% on April 21, 2027, with the remaining shares vesting in equal quarterly installments over the following three years, and expires on April 20, 2036. This is a compensation-related grant, not an open-market share purchase or sale, and leaves him holding 350,800 options after the transaction.
Minerva Neurosciences, Inc. filed an initial insider ownership report for James Joseph O'Connor, who serves as Chief Business Officer and General Counsel. The filing lists him as an officer but not as a director or ten percent owner, and shows no reportable transactions.
Minerva Neurosciences, Inc. is soliciting proxies for its virtual 2026 Annual Meeting of Stockholders to be held on June 3, 2026 at 8:30 a.m. Eastern. The record date is April 9, 2026.
Agenda items include election of directors, two proposed charter amendments (an Exculpation Amendment for certain officers and elimination of an exclusive forum clause), advisory votes on executive compensation and frequency, and ratification of Deloitte & Touche LLP as independent auditor. The proxy describes voting procedures, quorum and broker voting rules, board composition and committee charters, executive officer pay tables and related‑party disclosures.
Minerva Neurosciences, Inc. set the expected date for its 2026 annual meeting of stockholders for June 3, 2026, earlier than the one-year anniversary of its 2025 meeting.
Because of this earlier date, stockholders who wish to bring business before the meeting or nominate directors must deliver notice to the company’s Burlington, Massachusetts headquarters by the close of business on April 21, 2026. Stockholder proposals seeking inclusion in the proxy statement under Rule 14a-8 must arrive by the close of business on April 16, 2026 and comply with the company’s bylaws and Exchange Act rules.