Item 8.01 Other Events.
On February 17, 2026, NRx Pharmaceuticals, Inc. (the "Company") filed a prospectus supplement (the "Prospectus Supplement") for an aggregate of $20,000,000 of the Company's shares (the "Shares") of common stock, par value $0.001 per share, issuable pursuant to that certain At-The-Market Offering Agreement, as amended (the "Offering Agreement"), with H.C. Wainwright & Co., LLC, dated August 14, 2023. Any Shares sold under the Offering Agreement will be issued under the registration statement on Form S-3 (File No. 333-288205) initially filed by the Company with the Securities and Exchange Commission on June 20, 2025, as thereafter amended or supplemented, and declared effective on December 22, 2025, the base prospectus filed as part of such registration statement and the Prospectus Supplement.
The Company is filing this Current Report on Form 8-K to provide the legal opinion of Cozen O'Connor as to the validity of the Shares. A copy of the opinion is filed as Exhibit 5.1 hereto and incorporated herein by reference.