NuvOx Therapeutics, Inc. Filed Primary

What the company does

We are a clinical-stage biopharmaceutical company developing innovative oxygen therapeutic solutions for the treatment of diseases where hypoxia, or lack of oxygen, plays a critical role. Our product candidate is NanO2, the API of which is dodecafluoropentane. NanO2 is administered intravenously as an emulsified liquid, containing nano-sized droplets that convert to a gas at body temperature, enabling them to deliver more oxygen than when in the liquid state. The focus of our clinical research and development to date has been on the administration of NanO2 to treat acute ischemic stroke, GBM, ARDS, and sickle cell anemia. NanO2 has been administered in patients with acute ischemic stroke and GBM in two separate completed Phase I/IIa human clinical trials, and the FDA has allowed Phase IIb human clinical trials for NanO2 in both stroke and GBM.

Use of proceeds

We estimate that the net proceeds to us from this offering will be approximately $17.4 million, or approximately $20.2 million if the underwriters exercise in full their option to purchase additional shares of common stock, after deducting underwriting discounts and commissions and estimated offering expenses payable by us, based on an assumed initial public offering price of $7.00 per share, which is the midpoint of the price range set forth on the cover page of this prospectus. We expect to use the net proceeds from this offering as follows: (i) approximately $5.0 million to fund through clinical trial completion the current Phase IIb clinical trial for treatment of GBM, (ii) approximately $0.5 million to fund the supply of our product candidate through clinical trial completion of the current Phase IIb clinical trial for treatment of stroke, (iii) approximately $0.5 million to fund through clinical trial completion of the current Phase Ib clinical trial for treatment of ARDS, (iv) approximately $1.0 million to prepare for a Phase III trial for the administration of NanO2 to treat patients with GBM, (v) approximately $6.0 million to fund a Phase II trial of NanO2 for the treatment of patients with ARDS, and (vi) to use the remaining funds for ongoing development of our product candidates and for working capital.

Underwriters

Extracted from S-1 0001213900-26-079095, filed Jul 17, 2026 and verified against that filing text.

Key risk factors

• Development-stage company with limited operating history

  “We are a development-stage company with a limited operating history;”

• No approved products for commercial sale

  “We have no products approved for commercial sales and a limited operating history upon which to evaluate our ability to commercialize our product candidate;”

• History of operating losses

  “We have a history of operating losses and expect to continue to incur substantial losses for the foreseeable future;”

• Substantial doubt about going concern

  “Our independent registered public accounting firm has expressed substantial doubt about our ability to continue as a going concern;”

• Limited funding runway

  “Our cash and the proceeds of this offering will only fund our operations for a limited time, and we will need to raise additional capital to fund our planned clinical trials and development and commercialization efforts;”

• Dependent on success of NanO2

  “Our business is dependent upon the success of NanO2, which requires additional clinical testing before we can seek regulatory approval;”

• Sole supplier of API

  “We rely on one vendor as the sole supplier of the API in NanO2, which could result in a supply chain shortage or disruption;”

• Reliance on licensed technologies

  “We are dependent on technologies we license for the development of all of our product candidates, and if we lose the right to license or such technologies our ability to develop our products would be harmed;”