Nrx Pharmaceuticals Inc SEC Filings

NRx Pharmaceuticals, Inc. filed an amended current report to add required financial information related to its acquisition of Dura Medical, LLC. The company previously reported the completion of this acquisition and is now providing Dura Medical’s standalone financial statements and combined pro forma financials.

The amendment includes audited financial statements of Dura Medical for the year ended December 31, 2024, unaudited financial statements as of and for the six months ended June 30, 2025, and unaudited pro forma combined financial statements showing NRx and Dura Medical on a combined basis. These materials are provided as exhibits and are incorporated by reference, while all other information from the original report remains unchanged.

NRx Pharmaceuticals (NRXP) reported a larger loss and ongoing financial strain for the nine months ended September 30, 2025, while advancing its drug pipeline and launching clinical operations. The company recorded a net loss of about $28.9 million, bringing accumulated deficit to roughly $307.3 million. Total assets were $15.0 million against liabilities of $40.8 million, resulting in stockholders’ deficit of $25.8 million.

Cash and cash equivalents were $7.2 million with a working capital deficit of about $28.6 million, and management concluded that substantial doubt exists about the ability to continue as a going concern. NRx raised capital through two registered direct offerings, an at-the-market program and Anson convertible notes, and benefited from warrant exercises. It also completed the acquisition of Dura Medical, generating initial patient service revenue of $0.2 million, and obtained FDA fast track expansion and key regulatory steps for NRX‑100 and NRX‑101.

NRx Pharmaceuticals (NRXP) reported that its subsidiary, HOPE Therapeutics, completed the acquisition of a strategic minority interest in Rebecca S. Cohen, MD, LLC d/b/a Cohen & Associates on October 17, 2025. The deal was executed under a Membership Interest Purchase Agreement with customary representations, warranties, indemnification, and post‑closing adjustments.

In connection with the transaction, Dr. Rebecca Cohen was appointed Medical Director of HOPE Therapeutics, with employment terms that include financial incentives to establish and grow new sites of care owned or operated by HOPE Therapeutics. The company also furnished a related press release as Exhibit 99.1.

NRx Pharmaceuticals, Inc. announced on September 24, 2025 that the U.S. Food and Drug Administration granted a Suitability Petition for the strength the company proposed for its planned single‑patient, preservative‑free ketamine product, KETAFREE™. The filing explains that currently marketed ketamine is supplied in multi‑dose vials containing the toxic preservative Benzethonium Chloride, and the granted petition permits immediate re‑filing of the company’s Abbreviated New Drug Application for KETAFREE™. The item notes the press release is furnished as Exhibit 99.1 and clarifies this disclosure is furnished, not "filed," under Exchange Act liability provisions.

NRX Pharmaceuticals insider Jonathan C. Javitt, identified as Chairman and Chief Scientist and a 10% owner, reported a grant of 125,000 stock options on 04/09/2025. The options have an exercise price of $1.7297 and an expiration date shown as 04/09/2035. The filing notes that the options were granted under the issuer's 2021 Omnibus Incentive Plan and vest with one-third on the first anniversary of the grant date and the remainder vesting in 24 equal monthly installments, subject to continued service. Following the transaction, Javitt beneficially owns 125,000 underlying shares/options directly.

NRX Pharmaceuticals director Dennis McBride received an award of stock options. The Form 4 reports a grant dated 04/09/2025 of 25,000 stock options with an exercise price of $1.7297 per share. The options vest on 04/09/2026 subject to continued service and expire on 04/09/2035. The reported position following the grant is ownership of 25,000 underlying common shares through the options, held directly. The filing is signed by Dennis McBride on 09/10/2025 and lists his role as a director of NRX Pharmaceuticals (NRXP). This disclosure shows a standard equity compensation grant to an insider rather than an open-market purchase or sale.

Chaim Hurvitz, a director of NRX Pharmaceuticals, Inc. (NRXP), was granted 25,000 stock options on 04/09/2025 under the Issuer's 2021 Omnibus Incentive Plan. The options have an exercise price of $1.7297 per share, a ten-year term expiring on 04/09/2035, and vest on 04/09/2026 subject to continued service. Following the reported transaction the filing indicates Hurvitz beneficially owns 25,000 underlying shares through these options. The Form 4 is filed individually and is signed by the reporting person on 09/10/2025.

NRX Pharmaceuticals director Patrick Flynn was granted stock options to buy 50,000 shares of the company's common stock, with an exercise price of $1.7297. The options were granted on 04/09/2025, vest on 04/09/2026 contingent on continued service, and expire on 04/09/2035. The reported position after the grant shows beneficial ownership of the 50,000 underlying shares through the options. The Form 4 reflects a routine equity award to an insider under the issuer's 2021 Omnibus Incentive Plan.

NRx Pharmaceuticals reported that it recently raised an aggregate of approximately $8.8 million in gross proceeds from sales of common stock. The company clarified that this amount is comprised of gross proceeds from a registered direct common stock offering announced in August 2025 and from shares sold under its at-the-market (ATM) offering since the current fiscal quarter began on July 1, 2025. The company said these issuances included no warrants, repricing adjustments, or other variable rate features, and that the substantial majority of the proceeds were placed with experienced biotech investors. The disclosure notes the company will revert to reporting ATM gross proceeds in its quarterly reports and furnishes a related press release as an exhibit.