NTHI: $2.5M NIH Award for NEO212 and ADGM Incorporates NuroMENA

Rhea-AI Filing Summary

NeOnc Technologies Holdings, Inc. disclosed two material corporate developments. On August 7, 2025 the company announced it was awarded $2.5 million in NIH STTR grants to advance its drug candidate NEO212 for gliomas and leukemia; the announcement is furnished as Exhibit 99.1. On August 11, 2025 NeOnc announced the official incorporation of NuroMENA Holdings Ltd. by the Abu Dhabi Global Market; that announcement is furnished as Exhibit 99.2.

The filing notes these press releases are furnished (not deemed "filed") for purposes of Section 18 of the Exchange Act and are not incorporated by reference into other filings except as expressly stated. The company’s common stock trades as NTHI on Nasdaq and it is identified as an emerging growth company in the filing.

Insights

Financial Analyst

TL;DR: Non-dilutive NIH funding and regional incorporation are modestly positive, supporting clinical development and regional presence.

The $2.5 million NIH STTR award provides non-dilutive funding targeted to advance NEO212 in gliomas and leukemia, which can help underwrite preclinical or early clinical work without immediate shareholder dilution. The ADGM incorporation of NuroMENA Holdings Ltd. signals a formal corporate foothold in the Middle East region, potentially facilitating regional partnerships or operations. Both items are material as furnished disclosures but are not presented as financial statements; near-term balance-sheet impact appears limited based on the filing.

Industry Specialist

TL;DR: Grant award validates program progress, while the ADGM entity establishes regional structure; neither guarantees commercial outcomes.

The NIH STTR grant is an encouraging signal that NEO212 has scientific merit for glioma and leukemia programs and supplies project-specific funding. Incorporation of NuroMENA under Abu Dhabi Global Market provides a legal vehicle for regional activities, but the filing contains no operational, partnership, or revenue details. Both disclosures are informative for program trajectory and corporate setup but lack operational metrics to assess near-term commercial impact.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):

August 7, 2025

NEONC TECHNOLOGIES HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-42567		92-1954864
(Commission File Number)		(IRS Employer Identification No.)

23975 Park Sorrento, Suite 205 Calabasas, CA		91302
(Address of Principal Executive Offices)		(Zip Code)

(818) 570-6844

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbols		Name of each exchange on which registered
Common Stock, par value $0.0001		NTHI		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On August 7, 2025, NeOnc Technologies Holdings, Inc. (the “Company”) issued a press release announcing that it was awarded $2.5 million in NIH STTR Grants to Advance NEO212 in Gliomas and Leukemia. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

On August 11, 2025, the Company issued a press release announcing the official incorporation of NuroMENA Holdings Ltd. by the Abu Dhabi Global Market. A copy of the press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

The information in this Item 7.01, Exhibit 99.1, and Exhibit 99.2 furnished hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release, dated August 7, 2025
99.2		Press Release, dated August 11, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 13, 2025	NeOnc Technologies Holdings, Inc.
	By:	/s/ Amir Heshmatpour
		Name:	Amir Heshmatpour
		Title:	President and Executive Chairman

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