NeurAxis Inc.

04/22/2026 | Press release | Distributed by Public on 04/22/2026 14:54

Material Event (Form 8-K)

Item 8.01 Other Events.

As previously disclosed, on August 29, 2025, the Company entered into an At The Market Offering Agreement (the "Agreement") with Craig-Hallum Capital Group LLC (the "Sales Agent") under which the Company may offer and sell, from time to time at its sole discretion, shares of its $0.001 par value common stock (the "Common Stock"), having an aggregate offering price of up to $6,270,000, through the Sales Agent as its sales agent.

Pursuant to the Agreement, sales of the Common Stock, if any, will be made under the Company's effective Registration Statement on Form S-3 (File No. 333-283798), previously filed with the Securities and Exchange Commission on December 13, 2024 and declared effective on February 11, 2025, the prospectus supplement relating to this offering, filed on August 29, 2025 (the "August Prospectus Supplement"), and the prospectus supplement relating to this offering, filed on October 23, 2025 (the "October Prospectus Supplement," and together with the August Prospectus Supplement, the "Prospectus Supplements"), by any method that is deemed to be an "at the market offering" as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended, including privately negotiated transactions.

From August 29, 2025 through April 20, 2026, the Company sold 1,125,281 shares of Common Stock pursuant to the Agreement.

On April 21, 2026, the Company filed a prospectus supplement to amend the Prospectus Supplements to increase the number of shares of Common Stock that may be sold pursuant to the Agreement to $11,500,000.

The legal opinion of Lucosky Brookman LLP relating to the legality of the issuance and sale of the shares of Common Stock pursuant to the Agreement, is attached as Exhibit 5.1 to this Current Report on Form 8-K and is incorporated by reference herein.

This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any shares of Common Stock, nor shall there be any sale of shares of Common Stock in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

NeurAxis Inc. published this content on April 22, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on April 22, 2026 at 20:54 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]