Neuraxis (NRXS) CEO granted 94,173 RSUs in three-year vesting award

Rhea-AI Filing Summary

Carrico Brian Allen reported acquisition or exercise transactions in this Form 4 filing.

Neuraxis, Inc. Chief Executive Officer Brian Allen Carrico reported an award of 94,173 restricted stock units (RSUs) on common stock. The RSUs were granted as compensation under the Neuraxis, Inc. 2022 Omnibus Securities and Incentive Plan, as amended.

The RSUs vest in three equal annual installments over a three-year period, meaning portions of the award will be delivered over time if service-based conditions are met. This is an equity-based compensation grant, not an open-market share purchase or sale.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Carrico Brian Allen

(Last) (First) (Middle)

11611 N. MERIDIAN ST, SUITE 330

(Street)

CARMEL IN 46032

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Neuraxis, INC [ NRXS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
RSU	(1)	01/22/2026		A		94,173		(1)	(1)	Common Stock	94,173	$4.63	94,173	D

Explanation of Responses:

1. These shares of common stock are restricted stock units (RSUs) granted to the reporting person as compensation under Neuraxis, Inc. 2022 Omnibus Securities and Incentive Plan, as amended. The RSUs vest in three equal annual installments over a three-year period.

	/s/ Brian Carrico	02/26/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Neuraxis (NRXS) CEO Brian Allen Carrico report?

Brian Allen Carrico reported an acquisition of 94,173 restricted stock units as compensation. These RSUs represent rights to receive Neuraxis common shares in the future, subject to vesting, rather than an immediate cash purchase in the open market.

How many RSUs were granted to the Neuraxis (NRXS) CEO and at what price?

The CEO received a grant of 94,173 restricted stock units with a reported price of $4.63 per unit. This figure reflects the award’s reference value on the grant date, not an amount paid by the executive in a market transaction.

How do the Neuraxis (NRXS) CEO’s RSUs vest over time?

The RSUs vest in three equal annual installments over a three-year period. Each year, one-third of the 94,173 units becomes deliverable as shares, assuming applicable service-based conditions under the company’s 2022 Omnibus Securities and Incentive Plan are satisfied.

Was the Neuraxis (NRXS) CEO’s Form 4 transaction a stock purchase or sale?

The Form 4 shows a grant or award acquisition, not a stock purchase or sale. It records restricted stock units granted as compensation, meaning the CEO did not buy or sell shares on the open market in this transaction.

Under which plan were the Neuraxis (NRXS) RSUs granted to the CEO?

The RSUs were granted under the Neuraxis, Inc. 2022 Omnibus Securities and Incentive Plan, as amended. This plan governs equity-based awards such as restricted stock units that the company uses to compensate and retain executives and other participants.

What is the ownership type of the Neuraxis (NRXS) RSUs reported by the CEO?

The filing classifies the RSU holdings as direct ownership by the reporting person. This indicates the CEO personally holds the award, rather than through an indirect entity like a trust, partnership, or family investment vehicle.