NRx Pharmaceuticals, Inc. has scheduled its 2026 Annual Meeting of Stockholders for December 17, 2026. The company's board of directors established this date on October 16, 2026, and set October 28, 2026, as the record date for determining which stockholders are entitled to vote. The meeting will be held at 10:00 a.m. Eastern Time in a virtual-only format via live webcast.
Because the new meeting date is more than 30 days before the one-year anniversary of the company's 2025 annual meeting, which took place on March 23, 2026, the previous deadlines for submitting stockholder proposals and director nominations no longer apply. The company has issued revised deadlines for these submissions to align with the earlier meeting date. Additional details regarding the matters to be voted upon and instructions for accessing the virtual meeting will be included in the definitive proxy statement filed with the U.S. Securities and Exchange Commission.
Stockholders who wish to submit proposals under Rule 14a-8 of the Securities Exchange Act of 1934 must do so by the close of business on October 25, 2026. These proposals must be received at the company's principal executive offices and comply with all applicable requirements of the rule. Proposals should be directed to NRx Pharmaceuticals, Inc., Attention: Secretary, at 1201 Orange Street, Suite 600, Wilmington, Delaware 19801.
For stockholder proposals and director nominations that are not submitted under Rule 14a-8, the company's Second Amended and Restated Bylaws require proper written notice to be delivered no later than the close of business on October 25, 2026. This deadline reflects the later of the 90th day prior to the 2026 Annual Meeting or the 10th day following the public disclosure of the meeting date. Notices must be delivered to the company's principal executive offices in accordance with the Bylaws and applicable law. Any proposal or nomination received after this deadline will be considered untimely and will not be considered at the annual meeting.
Stockholders intending to solicit proxies in support of director nominees other than those nominated by the company must also comply with Rule 14a-19 under the Exchange Act. Due to the timing of the 2026 Annual Meeting relative to the previous year's anniversary, the deadline for providing notice under Rule 14a-19 is October 26, 2026. This date is determined as the later of 60 calendar days prior to the meeting or the 10th calendar day following the public announcement of the meeting date.
The Form 8-K report was signed by Jonathan Javitt, Chief Executive Officer of NRx Pharmaceuticals, Inc., on October 16, 2026.