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Securities class action filed against Nutex Health (NASDAQ: NUTX)

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Nutex Health Inc. reports that a putative securities class action was filed on August 22, 2025 in the U.S. District Court for the Southern District of Texas, captioned Anjana Bhagavan v. Nutex Health Inc. (Case No. 4:25-cv-03999).

The complaint names the company, its Chairman and Chief Executive Officer, its Chief Financial Officer, and its President and Director as defendants and asserts claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5. The allegations track a recent short seller report, and the plaintiff seeks unspecified damages.

Nutex Health disputes the allegations and intends to vigorously defend the lawsuit. The company states it cannot predict the outcome or estimate the financial impact, but acknowledges that an adverse ruling could have a material adverse effect on its financial position or results of operations.

Positive

  • None.

Negative

  • Putative securities class action filed against Nutex Health and key executives under Sections 10(b) and 20(a) and Rule 10b-5, with the company warning that an adverse ruling could materially affect its financial position or results of operations.

Insights

Securities class action introduces meaningful legal and financial risk.

Nutex Health discloses a putative securities class action in federal court in Texas, naming the company and key executives. The suit alleges violations of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5, with the plaintiff seeking unspecified damages.

The company explicitly disputes the allegations and plans to vigorously defend the case. However, it also acknowledges that it cannot predict the outcome or estimate the financial impact at this stage, highlighting uncertainty around potential legal exposure and defense costs.

Nutex Health notes that an adverse ruling could have a material adverse effect on its financial position or results of operations. The company also characterizes related statements as forward-looking and subject to risks, including litigation outcomes and legal expenses, signaling that investors face added legal and earnings risk until the matter progresses.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
0001479681FALSE00014796812025-08-222025-08-22


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 22, 2025
 
NUTEX HEALTH INC.
(Exact name of registrant as specified in its charter)
 
Delaware001-4134611-3363609
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)(I.R.S. Employer
Identification Number)

6030 S. Rice AveSuite CHoustonTexas 77081
(Address of principal executive offices) (zip code)
 
(713660-0557
(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:
   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)
   Precommencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   Precommencement 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 classTrading Symbols(s)Name of each exchange on which registered
Common Stock, $0.001 par value
 NUTX
NASDAQ Capital Market
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 8.01 Other Events.

On August 22, 2025, a putative securities class action complaint was filed in the United States District Court for the Southern District of Texas in Harris County (Anjana Bhagavan v. Nutex Health Inc., Case No. 4:25-cv-03999). The complaint named Nutex Health Inc. (the “Company”), our Chairman of the Board and Chief Executive Officer, our Chief Financial Officer and our President and Director as defendants and asserted claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder. The allegations in the complaint track a recent short seller report. The plaintiff seeks unspecified damages. The Company disputes the allegations in the complaint and intends to vigorously defend the lawsuit. At this stage, the Company is unable to predict the outcome of the litigation or estimate the potential financial impact, but an adverse ruling could have a material adverse effect on the Company’s financial position or results of operations.
Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s intent to defend the lawsuit and its expectations regarding the potential impact of the litigation. Forward-looking statements are subject to risks and uncertainties that could cause actual outcomes to differ materially from those expressed or implied in the forward-looking statements, including risks related to litigation outcomes, legal costs, and the other factors described in the Company’s periodic reports filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any forward-looking statement, except as required by law.



SIGNATURE

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.
Date: August 25, 2025
Nutex Health Inc.
By: /s/ Jon C. Bates
Jon C. Bates
Chief Financial Officer


FAQ

Who is named as a defendant in the Nutex Health (NUTX) class action?

The complaint names Nutex Health Inc., its Chairman of the Board and Chief Executive Officer, its Chief Financial Officer, and its President and Director. These parties are alleged to have violated Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5.

What laws does the Nutex Health (NUTX) lawsuit claim were violated?

The lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5. These provisions govern securities fraud and control person liability in connection with public company disclosures and trading activities.

How does Nutex Health (NUTX) respond to the securities class action?

Nutex Health disputes the allegations in the complaint and states that it intends to vigorously defend the lawsuit. The company emphasizes that it cannot currently predict the outcome or estimate potential financial impact from this litigation.

What financial impact could the Nutex Health (NUTX) lawsuit have?

Nutex Health indicates it is unable to estimate the financial impact of the lawsuit at this stage. However, it cautions that an adverse ruling could have a material adverse effect on its financial position or results of operations, highlighting meaningful downside risk.