Welcome to our dedicated page for NRX Pharmaceuticals SEC filings (Ticker: NRXP), 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.
NRx Pharmaceuticals, Inc. filings document regulatory, governance, financing, and corporate-status disclosures for a clinical-stage biopharmaceutical issuer listed on Nasdaq with common stock and NRXPW warrants. Recent reports include Form 8-K disclosures on FDA-related press releases for NRX-100 ketamine, at-the-market equity offering documentation under a Form S-3 registration statement, officer appointments, Nasdaq listing-rule correspondence, and changes in the company’s independent registered public accounting firm.
The company’s proxy and annual-meeting filings cover director elections, stockholder voting results, executive compensation disclosures, and amendments to the Omnibus Incentive Plan. Acquisition-related amendments provide financial statements and pro forma financial information for Dura Medical after its completed acquisition by HOPE Therapeutics, while other filings address exhibits, legal opinions, capital-structure mechanics, and governance matters tied to the company’s development and commercialization activities.
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.
NRx Pharmaceuticals, Inc. received a Schedule 13G disclosing that B Group Capital LLC holds 3,000,000 shares of the issuer's common stock, representing 12.62% of the outstanding class based on 23,769,901 shares outstanding after the issuer's registered direct offering. The filing names three reporting persons: The B Group, Inc., B Group Capital LLC and Branden B. Muhl, and states that The B Group, Inc. serves as investment adviser to B Group Capital LLC while Mr. Muhl is the controlling person and manager. The filing includes a Joint Filing Agreement as Exhibit 99 and a certification that the shares were not acquired to influence control.
NRX Pharmaceuticals, Inc. (NRXP) Form 3 reports that The B Group, Inc., B Group Capital LLC (the Fund) and Branden B. Muhl disclosed indirect beneficial ownership of 3,000,000 shares of common stock held directly by the Fund. The filing lists the reporting persons as an investment adviser (B Group), the Fund, and Mr. Muhl as manager and controlling owner.
The transaction date triggering the filing was 08/18/2025 and the Form was signed on 08/20/2025. The reporting persons state they file jointly but expressly disclaim membership in a Section 13(d) group.
NRx Pharmaceuticals, Inc. entered a Securities Purchase Agreement on August 18, 2025 to sell 3,959,999 shares of common stock at $1.65 per share in a registered direct offering, producing approximately $6.5 million in gross proceeds if the offering closes on or about August 18, 2025. Purchasers signed one-year lock-up agreements preventing transfer of the shares without company consent until August 19, 2026. The shares are being offered under a prospectus supplement to the company’s Form S-3 declared effective on June 21, 2022. The company also furnished an earnings press release for the quarter ended June 30, 2025 as Exhibit 99.1.
NRx Pharmaceuticals, Inc. is conducting a primary offering of 3,959,999 shares of common stock at $1.65 per share to certain accredited investors under its shelf registration. The company expects to receive approximately $6.5 million in net proceeds, which it plans to use for working capital and general corporate purposes to support growth.
Shares outstanding were 19,809,902 as of August 15, 2025 and are expected to rise to 23,769,901 after the offering. The company reports net tangible book value of $(1.82) per share as of June 30, 2025, which would improve to $(1.24) per share after the offering, but new investors will face immediate dilution of about $2.89 per share relative to the offering price. Investors in this deal are subject to a lockup through August 19, 2026, during which they cannot sell the purchased shares.
NRX Pharmaceuticals (NRXP) reported interim 10-Q detail showing two lead drug candidates: NRX-100 (preservative-free ketamine IV) and NRX-101 (oral D-cycloserine+lurasidone). NRX-100 submitted for FDA review with Priority Review requested and first agency response received August 13, 2025; the company seeks regulatory approvals while pursuing potential clinical facility revenue through its HOPE subsidiary.
The company had 19,473,588 shares outstanding at June 30, 2025, no revenues and expects operating losses through 2025. Financing activity included a Registered Direct offering raising net proceeds of approximately $3.255 million, At-the-Market sales of common stock totaling about $1.04 million during the period, and multiple convertible Anson Notes with conversions that issued significant common shares. The company recorded substantial non-cash losses: $5.6 million and $6.5 million fair value losses on Anson notes and $6.4 million/$3.5 million change-in-fair-value losses on warrant liabilities for the three- and six-month periods, respectively. A terminated license with Alvogen left a $4.7 million refund liability and no anticipated revenue from that agreement.