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Nasus Pharma sets up at-the-market program with BTIG for up to $8,500,000 of shares

Tickers NSRX

Nasus Pharma can sell up to $8,500,000 of shares through BTIG but is not obliged to. Its June 30, 2026 balance sheet held $11,904 thousand in cash, restricted cash and short-term deposits, and its prospectus supplement lists substantial doubt about going concern among its risks.

Key facts

Company
Nasus Pharma Ltd. (AMEX: NSRX)
News type
Financings
Primary source
Nasus Pharma Ltd. 6-K (2026-09-18)
An executive reading charts on a tablet. Photo: Olu Eletu, CC0, via StockSnap. The picture shows the field, not the companies named.

The agreement

Nasus Pharma Ltd., listed on NYSE American as NSRX, said on September 18, 2026 that it signed an At-The-Market Sales Agreement with BTIG, LLC as sales agent. Under the agreement the company may sell ordinary shares from time to time through BTIG, and it is not obliged to sell any. The sales are made under an effective Form F-3 shelf registration and a prospectus supplement dated the same day, which covers up to $8,500,000 of shares.

BTIG will use commercially reasonable efforts consistent with its normal trading practices, and it may follow the company's limits on price, time or size. The company pays BTIG a commission of up to 3% of the gross proceeds from each sale and has agreed to indemnify BTIG against certain liabilities. The prospectus supplement says there is no escrow or trust arrangement for funds received.

Banks and advisors

BTIG, LLC is the sales agent. The prospectus supplement says BTIG will be deemed an underwriter under the Securities Act, and that its compensation will be treated as underwriting commissions or discounts.

The accompanying prospectus names Sullivan & Worcester LLP of New York as passing on certain legal matters for the company, and Sullivan & Worcester Tel Aviv (Har-Even & Co.) as passing on Israeli law. The Israeli firm also issued the legality opinion filed as Exhibit 5.1 to the 6-K. Paul Hastings LLP of New York is named as counsel for the sales agent, and the same supplement says it will pass on certain U.S. federal law matters for the company.

Cash at mid-2026 and the year before

At June 30, 2026, unaudited, the company reported $7,818 thousand in cash and cash equivalents, $86 thousand of restricted cash and a $4,000 thousand short-term deposit. Together these total $11,904 thousand. Shareholders' equity was $10,996 thousand against an accumulated deficit of $24,462 thousand.

The annual report on Form 20-F, filed March 25, 2026, shows year-end 2025 cash and cash equivalents of $1.2 million, a 2025 net loss of $5.9 million and cash used in operations of $4.9 million. Research and development expense was $2.2 million in 2025, against $335,000 in 2024, when year-end cash was $284,000.

The prospectus supplement lists substantial doubt regarding the company's ability to continue as a going concern among its forward-looking risks. It also flags the need to raise more capital, which it says may be costly or difficult to obtain and could dilute shareholders.

Use of proceeds

The company intends to use the net proceeds for ongoing clinical development of NS002 for anaphylaxis treatment, for starting clinical studies of other products in its pipeline, and for working capital and other general corporate purposes. The supplement says the actual proceeds cannot yet be determined, and that management has broad discretion over how the money is spent.

The supplement says the company has paused development of NS001, an intranasal naloxone, and plans to pursue partners for it. It also says the company has no FDA-approved products.

Share count and dilution

As of September 18, 2026, the company had 11,713,808 ordinary shares outstanding. The supplement's illustration assumes the sale of 2,328,767 shares at $3.65, the last reported sale price on September 14, 2026, which would bring the total to as many as 14,042,575 shares. The last reported sale price on September 17, 2026 was $3.53.

The supplement says new investors would face immediate dilution of $2.29 per share on those assumptions, and warns of further dilution if holders of options or other convertible securities exercise them below the offering price.

Business

The 20-F describes Nasus as a clinical-stage pharmaceutical company, incorporated in Israel in 2019, developing intranasal products for emergency medical conditions. It describes the company as virtual, with a mailing address in Tel Aviv. Its development focus is NS002, an intranasal epinephrine product that the company says is being developed for anaphylaxis.

The filings do not show how much of the $8,500,000 will be sold, or at what price, and the company does not commit to any sale.

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