Nuo Therapeutics Inc.

01/26/2026 | Press release | Distributed by Public on 01/26/2026 17:44

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Pittman Scott M.
2. Issuer Name and Ticker or Trading Symbol
Nuo Therapeutics, Inc. [AURX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O NUO THERAPEUTICS, INC., 8285 EL RIO, SUITE190
3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026
(Street)
HOUSTON, TX 77054
4. If Amendment, Date 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
(City) (State) (Zip)
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
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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
Commitment Warrants (right to buy) $1.5 01/23/2026 A 2,050 01/23/2026 01/23/2031 Common Stock 2,050 $1.5 0 D
Origination Initial Warrants (right to buy) $1.5 01/23/2026 A 1,333 01/23/2026 01/23/2031 Common Stock 1,333 $1.5 0 D
Capital Initial Warrants (right to buy) $1.5 01/23/2026 A 26,667 01/23/2026 01/23/2031 Common Stock 26,667 $1.5 0 D
Origination Second Warrants (right to buy) $1.5 01/23/2026 A 1,750 09/30/2026(1) 01/23/2031 Common Stock 1,750 $1.5 0 D
Capital Second Warrants (right to buy) $1.5 01/23/2026 A 35,000 09/30/2026(1) 01/23/2031 Common Stock 35,000 $1.5 0 D
Prepayment Warrants (right to buy) $1.5 01/23/2026 A 7,516 01/23/2026(2) 01/23/2031 Common Stock 7,516(3) $1.5 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pittman Scott M.
C/O NUO THERAPEUTICS, INC.
8285 EL RIO, SUITE190
HOUSTON, TX 77054
X X

Signatures

/s/ David Jorden, attorney-in-fact 01/26/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Will vest (if at all) on September 30, 2026 provided a Second Funding occurs in accordance with the Loan and Security Agreement dated January 21, 2026 among the Issuer, the Reporting Person, and other parties thereto (the "Loan Agreement").
(2) Will vest (if at all) upon the occurrence of a Prepayment, but no later than December 31, 2028, in accordance with the Loan Agreement.
(3) Represents maximum number of shares issuable (if at all) in the event of a Prepayment in accordance with the Loan Agreement. The Board of Directors of Issuer and Non-Employee Directors approved the Loan Agreement and issuance of warrants and shares of Common Stock issuable thereunder
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Nuo Therapeutics Inc. published this content on January 26, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on January 26, 2026 at 23:44 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]