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NRX Pharmaceuticals Inc

Filed Nov 14, 2024.

View on SEC.gov

About this filing

A company's registration of shares for sale to the public, often for a first offering. It describes the business, its risks and how the company plans to use the money.

period unavailable · Filed Nov 14, 2024

NRXP$2.38+4.8%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

THE OFFERING

Shares of Common Stock offered by the Selling Stockholders3,304,374 shares of Common Stock, consisting of (i) 3,076,880 shares of Common Stock issuable upon conversion of 6.0% Senior Secured Promissory Notes and (ii) 227,494 shares of Common stock issuable upon conversion of Warrants to purchase shares of Common Stock held by the Selling Stockholders
Common stock outstanding prior to this offering:12,094,094 shares as of November 12, 2024
Shares of Common Stock to be outstanding after giving effect to the issuance of 3,304,374 shares of Common Stock15,398,468 shares of Common Stock
Use of proceeds:We will receive no proceeds from the sale of shares of Common Stock by the Selling Stockholders in this offering. However, we may receive proceeds of up to approximately $550 thousand from the exercise of the Warrants by the Selling Stockholders, once the registration statement, of which this prospectus is a part, is declared effective and any and all restrictions on the exercise of such Warrants have been lifted.
Risk factors:The purchase of our securities involves a high degree of risk. See “Risk Factors” beginning on page 4 and other information included in this prospectus for a discussion of factors you should carefully consider before deciding to invest in our securities.
Nasdaq symbol:Our Common Stock is traded on the Nasdaq Capital Market (“Nasdaq”) under the symbol “NRXP”.

The number of shares of our Common Stock outstanding prior to this offering is based on 12,094,094 shares of Common Stock outstanding as of November 12, 2024, and excludes, as of that date:

●344,886 shares issuable upon the exercise of public warrants outstanding, at an exercise price of $115.00 per share;
●131,833 shares reserved for future issuance under outstanding option awards, with a weighted average exercise price of $21.01 per share;
●370,182 shares of Common Stock available for future grants under the NRx 2021 Omnibus Incentive Plan;
●up to 7,947,294 shares issuable upon conversion of an outstanding promissory note; and
●6,828,880 shares issuable upon the exercise of non-public warrants outstanding, with a weighted average exercise price of $5.12 per share;
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.