Other Information
−Removed: None of our directors or executive officers adopted or terminated a Rule 10b5 - 1 trading arrangement or a non-Rule 10b5 - 1 trading arrangement during the quarter ended June 30, 2024 , as such terms are defined under Item 408 (a) of Regulation S-K.
−Removed: Additionally, we did not adopt or terminate a Rule 10b5–1 trading arrangement during the quarter ended June 30, 2024 .
+Added: None of our directors or executive officers adopted or terminated a Rule 10b5 - 1 trading arrangement or a non-Rule 10b5 - 1 trading arrangement during the quarter ended September 30, 2024 , as such terms are defined under Item 408 (a) of Regulation S-K.
+Added: Additionally, we did not adopt or terminate a Rule 10b5–1 trading arrangement during the quarter ended September 30, 2024 .
Exhibit Number
Incorporation by Reference
−Removed: Underwriting Agreement, dated April 18, 2024, by and between NRx Pharmaceuticals, Inc.
−Removed: and EF Hutton LLC,
−Removed: Exhibit 1.1 to the Current Report on Form 8-K, filed on April 19, 2024
−Removed: Form of Underwriter’s Warrant between NRx Pharmaceuticals, Inc.
−Removed: issued April 19, 2024.
−Removed: Exhibit 4.1 to the Current Report on Form 8-K, filed on April 19, 2024
+Added: Amendment to the Second Amended and Restated Bylaws of NRX Pharmaceuticals, Inc.
+Added: Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Form of Senior Secured Convertible Promissory Note to be issued by the Company pursuant to and in accordance with the Securities Purchase Agreement.
+Added: Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Form of Common Stock Purchase Warrant to be issued by the Company pursuant to and in accordance with the Securities Purchase Agreement.
+Added: Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Securities Purchase Agreement, dated August 12, 2024, by and among the Company and the purchasers signatory thereto.
+Added: Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Form of Security Agreement to be entered into by and among the Company and the other parties signatory thereto.
+Added: Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Form of Patent Security Agreement, to be entered into by and among the Company and the other parties signatory thereto.
+Added: Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Form of Registration Rights Agreement to be entered into by and among the Company and the parties signatory thereto.
+Added: Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Form of Subsidiary Guarantee to be entered into by and among the Company and the purchasers signatory thereto.
+Added: Exhibit 10.5 to the Company’s Current Report on Form 8-K, filed August 14, 2024
+Added: Settlement Agreement and Release of Claims, dated August 12, 2024, between the Company and Streeterville Capital, LLC.
+Added: Exhibit 10.6 to the Company’s Current Report on Form 8-K, filed August 14, 2024
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Notice by Streeterville Capital, LLC.
−Removed: Exhibit 99.1 to the Current Report on Form 8-K, filed on April 30, 2024
Interactive data files pursuant to Rule 405 of Regulation S-T formatted in Inline XBRL:
−Removed: (i) Condensed Consolidated Balance Sheets as of June 30, 2024 (Unaudited) and December 31, 2023;
−Removed: (ii) Unaudited Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2024 and 2023 ;
−Removed: (iii) Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) for the three and six months ended June 30, 2024 and 2023;
−Removed: (iv) Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and 2023;
+Added: (i) Condensed Consolidated Balance Sheets as of September 30, 2024 (Unaudited) and December 31, 2023;
+Added: (ii) Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2024 and 2023 ;
+Added: (iii) Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) for the three and nine months ended September 30, 2024 and 2023;
+Added: (iv) Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2024 and 2023;
and (v) Notes to Unaudited Financial Statements.
6 unchanged sentences
NRX PHARMACEUTICALS, INC.
−Removed: August 14, 2024
+Added: November 14, 2024
/s/ Richard Narido
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.