Nanoviricides, Inc 10-Q for FY2026 Q2

About this 10-Q

Headline figures

Nanoviricides, Inc. (NNVC)

10-Q 2026-02-17 For: 2025-12-31

Added on April 10, 2026

Nanoviricides, Inc filed this 10-Q on February 17, 2026, covering the quarter ended December 31, 2025 (FY2026 Q2).

December 31,

June 30,

Accounts Payable- Related Party-KMPL

KMPL has retained a local clinical research organization (CRO) to conduct the clinical trials. The Phase1 human clinical trial of NV-CoV-2 began in India on June 17, 2023. Under the agreement with KMPL, the Company agreed to pay for the expenses of the clinical trials, and in return will benefit from having the data and reports made available for regulatory filings in other territories of the world. Accounts payable to KMPL at December 31, 2025 and June 30, 2025 were:

Quarter ended December 31, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.

Net loss: $2.22M; compared with a net loss of $2.03M a year earlier
Diluted EPS: -$0.11; compared with -$0.14 a year earlier

Survival Lifespan of Lethally Infected Mice - Lung Infection with RSV A2
Treatment	Survival, Days	Increase in Survival, Days	Increase in Survival, %
NV-387, Oral	22+ (Complete)	>	14	>	175%
Ribavirin, Oral	14		6		75%
Vehicle	8		0		0%

Survival Lifespan of Lethally Infected Mice - Lung Infection with Ectromelia Virus
Treatment	Survival, Days	Increase in Survival, Days	Increase in Survival, %
NV-387, Oral	15	7	88%
Tecovirimat, Oral	16	8	100%
NV-387 + Tecovirimat, Oral	19	11	138%
Vehicle	8	0	0%

NV-387 Treatment Significantly Protected Lungs of Balb-c Mice Lethally Infected with Influenza A/H3N2 Virus
Treatment	Lung Mucus Index	% Immune Cell Infiltration
NV-387, Intravenous	32	22%
NV-387, Oral	53	31%
Untreated Infected Control	138	68%

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Delaware		76-0674577
(State or other jurisdiction)		(IRS Employer Identification No.)
of incorporation or organization)

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

Title of each class:		Trading Symbol(s)		Name of each exchange on which registered:
Common Stock		NNVC		NYSE-American


PART I FINANCIAL INFORMATION	3

Item 1. Financial Statements	3

Condensed Balance Sheets at December 31, 2025 and June 30, 2025 (Unaudited)	3

Condensed Statements of Operations for the Three and Six Months Ended December 31, 2025 and 2024 (Unaudited)	4

Condensed Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended December 31, 2025 and 2024 (Unaudited)	5

Condensed Statements of Cash Flows for the Six Months Ended December 31, 2025 and 2024 (Unaudited)	7

Notes to the Condensed Financial Statements (Unaudited)	8

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

Item 3. Quantitative and Qualitative Disclosures About Market Risk	50

Item 4. Controls and Procedures	50

PART II OTHER INFORMATION	51

Item 1. Legal Proceedings	51

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	51

Item 3. Defaults Upon Senior Securities	52

Item 4. Mine Safety Disclosures	53

Item 5. Other Information	53

Item 6. Exhibits and Reports on Form 8-K	54

Signatures	55

Certifications


		December 31,			June 30,
		2025			2025
		(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	5,150,580		$	1,558,564
Prepaid expenses			145,985			112,146
Total current assets			5,296,565			1,670,710

Property and equipment, net			6,656,439			6,833,891

Intangible assets, net			312,904			317,039

OTHER ASSETS
Service agreements			1,732			2,445
Total assets		$	12,267,640		$	8,824,085

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable		$	218,313		$	459,094
Accounts payable-related party			929,232			821,456
Accrued expenses			48,380			25,969
Total current liabilities			1,195,925			1,306,519

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ EQUITY:
Series A convertible preferred stock, $0.00001 par value, 10,000,000 shares designated, 916,695 and 905,717 shares issued and outstanding, at December 31, 2025 and June 30, 2025, respectively			9			9
Common stock, $0.00001 par value; 150,000,000 shares authorized, 21,595,187 and 16,606,832 shares issued and outstanding, at December 31, 2025 and June 30, 2025, respectively			216			166
Additional paid-in capital			163,919,128			156,359,252
Accumulated deficit			(152,847,638)			(148,841,861)

Total stockholders’ equity			11,071,715			7,517,566

Total liabilities and stockholders’ equity		$	12,267,640		$	8,824,085


	For the Three Months Ended				For the Six Months Ended
	December 31,				December 31,
	2025		2024		2025		2024
OPERATING EXPENSES
Research and development	$	1,118,649	$	1,156,351	$	2,111,715	$	3,089,442
General and administrative		1,114,525		902,700		1,918,144		2,137,443

Total operating expenses		2,233,174		2,059,051		4,029,859		5,226,885

LOSS FROM OPERATIONS		(2,233,174)		(2,059,051)		(4,029,859)		(5,226,885)

OTHER INCOME (EXPENSE)
Interest income		12,455		31,709		24,082		72,732
Interest expense		—		(149)		—		(149)

Other income, net		12,455		31,560		24,082		72,583

NET LOSS	$	(2,220,719)	$	(2,027,491)	$	(4,005,777)	$	(5,154,302)

Net loss per common share- basic and diluted	$	(0.11)	$	(0.14)	$	(0.22)	$	(0.36)

Weighted average common shares outstanding- basic and diluted		19,850,080		14,572,042		18,466,253		14,132,159


		Series A Preferred					Common Stock:
		Stock: Par $0.00001					Par $0.00001

		Number					Number					Additional						Total
		of					of					Paid-in			Accumulated			Stockholders’
		Shares		Amount			Shares		Amount			Capital			Deficit			Equity

Balance, June 30, 2025		905,717		$	9		16,606,832		$	166		$	156,359,252		$	(148,841,861)		$	7,517,566

Proceeds from sale of common stock in connection with equity financings net of issuance costs of $44,275		—			—		824,535			9			1,245,310			—			1,245,319

Series A preferred stock issued for employee stock compensation		10,591			—		—			—			11,632			—			11,632

Common stock issued for consulting and legal services rendered		—			—		117,208			1			173,849			—			173,850

Warrants issued to Scientific Advisory Board		—			—		—			—			135			—			135

Common stock issued for Directors fees		—			—		7,504			—			11,250			—			11,250

Net loss		—			—		—			—			—			(1,785,058)			(1,785,058)

Balance, September 30, 2025		916,308		$	9		17,556,079		$	176		$	157,801,428		$	(150,626,919)		$	7,174,694

Proceeds from sale of common stock in connection with equity financings net of issuance costs of $21,965		—			—		440,453			4			663,798			—			663,802

Series A preferred stock issued for employee stock compensation		387			—		—			—			11,584			—			11,584

Proceeds from Registered Direct Offering of common stock and warrants net of Issuance costs of $596,019 (see Note 8)							3,571,429			36			5,403,945						5,403,981

Common stock issued for consulting and legal services rendered		—			—		19,255			—			27,000			—			27,000

Warrants issued to Scientific Advisory Board		—			—		—			—			123			—			123

Common stock issued for Directors fees		—			—		7,971			—			11,250			—			11,250

Net loss		—			—		—			—			—			(2,220,719)			(2,220,719)

Balance, December 31, 2025		916,695		$	9		21,595,187		$	216		$	163,919,128		$	(152,847,638)		$	11,071,715


	Series A Preferred			Common Stock:
	Stock: Par $0.001			Par $0.001
	Number			Number			Additional				Total
	of			of			Paid-in		Accumulated		Stockholders’
	Shares	Amount		Shares	Amount		Capital		Deficit		Equity
Balance, June 30, 2024	892,625	$	9	13,144,055	$	131	$	150,838,832	$	(139,374,895)	$	11,464,077

Proceeds from sale of common stock in connection with equity financings net of issuance costs of $55,890	—		—	893,006		9		1,710,129		—		1,710,138

Series A preferred stock issued for employee stock compensation	10,591		—	—		—		14,408		—		14,408

Common stock issued for consulting and legal services rendered	—		—	19,713		—		34,500		—		34,500

Warrants issued to Scientific Advisory Board	—		—	—		—		229		—		229

Common stock issued for Directors fees	—		—	6,039		—		11,250		—		11,250

Net loss	—		—	—		—		—		(3,126,811)		(3,126,811)

Balance, September 30, 2024	903,216	$	9	14,062,813	$	140	$	152,609,348	$	(142,501,706)	$	10,107,791

Proceeds from sale of common stock in connection with equity financings net of issuance costs of $103,419	—		—	1,552,654		16		2,253,854		—		2,253,870

Series A preferred stock issued for employee stock compensation	387		—	—		—		14,005		—		14,005

Common stock issued for consulting and legal services rendered	—		—	18,470		—		27,000		—		27,000

Warrants issued to Scientific Advisory Board	—		—	—		—		154		—		154

Common stock issued for Directors fees	—		—	7,674		—		11,250		—		11,250

Net loss	—		—	—		—		—		(2,027,491)		(2,027,491)

Balance, December 31, 2024	903,603	$	9	15,641,611	$	156	$	154,915,611	$	(144,529,197)	$	10,386,579


		Potentially Outstanding Dilutive Common Shares
		For the		For the		For the		For the
		Three Months		Three Months		Six Months		Six Months
		Ended		Ended		Ended		Ended
		December 31, 2025		December 31, 2024		December 31, 2025		December 31, 2024
Warrants		5,148		6,290		5,148		6,290
Warrants (Participating Securities)		7,142,858		—		7,142,858		—
Total Warrants		7,148,006		6,290		7,148,006		6,290


Related Parties		Relationship
Dr. Anil Diwan		Chairman, President, CEO, significant stockholder through TheraCour, and Director

TheraCour Pharma, Inc. (“TheraCour”)		An entity owned and controlled by Dr. Anil Diwan

Karveer Meditech, Pvt., Ltd (“KMPL”)		An entity of which Dr. Anil Diwan is a passive investor and advisor without operating control.


	As of
	December 31,		June 30,
	2025		2025
Accounts Payable – Related Party-TheraCour

Pursuant to an Exclusive License Agreement with TheraCour, the Company was granted exclusive licenses for technologies developed by TheraCour for the virus types: HIV, HCV, Herpes, Asian (bird) flu, Influenza and rabies. On November 1, 2019, the Company entered into the VZV Licensing Agreement with TheraCour. In consideration for obtaining these exclusive licenses, the Company agreed: (1) that TheraCour can charge its costs (direct and indirect) plus no more than 30% of certain direct costs as a development fee and such development fees shall be due and payable in periodic installments as billed, (2) the Company will pay $2,000 or actual costs each month, whichever is higher for other general and administrative expenses incurred by TheraCour on the Company’s behalf, (3) to make royalty payments of 15% (calculated as a percentage of net sales of the licensed drugs) to TheraCour and; (4) to pay an advance payment equal to twice the amount of the previous months invoice to be applied as a prepayment towards expenses. On February 12, 2024, TheraCour and the Company agreed to suspend the license requirement for a two month advance until the Company raises sufficient capital, therefore there was no advance offset of the accounts payable due TheraCour as of December 31, 2025 and at June 30, 2025.	$	691,865	$	584,089


Gross proceeds	$	1,975,361
Less: offering costs and expenses		66,240
Net proceeds from issuance of common stock	$	1,909,121


Expected life (year)	4

Expected volatility	42.5	%

Expected annual rate of quarterly dividends	0.00	%

Risk-free rate(s)	3.615	%


		Weighted
		Average		Weighted
		Exercise		Average
		Price		Remaining	Aggregate
	Number of	per share		Contractual Term	Intrinsic Value
Common Stock Warrants	Shares	($)		(years)	($)
Outstanding and exercisable at June 30, 2025	5,720	$	2.62	1.70	$	4

Granted as compensation	572		1.71	3.75		—

Issued to investors	7,142,858		1.88	3.61		—

Expired	(1,144)		5.29	—		—
Outstanding and exercisable at December 31, 2025	7,148,006	$	1.88	3.61	$	—


Exhibit No.		Description

31.1		Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer

31.2		Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer

32.1		Section 1350 Certification of Chief Executive Officer

32.2		Section 1350 Certification of Chief Financial Officer

101.INS		Inline XBRL Instance Document

101.SCH		Inline XBRL Taxonomy Extension Schema Document

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)


		As of
		December 31,			June 30,
		2025			2025
Clinical Trial Costs Accrued - Related Party

Clinical trial related and other costs were accrued by Company pursuant to the license agreement between the Company and KMPL for the clinical trial related costs that have been incurred but not yet invoiced to the Company for Phase 1a/1b clinical trials in India.		$	—		$	9,932


		December 31,			June 30,
		2025			2025
GMP Facility		$	8,246,111		$	8,168,045

Land			260,000			260,000

Office Equipment			77,425			77,425

Furniture and Fixtures			5,607			5,607

Lab Equipment			6,518,423			6,512,173

Total Property and Equipment			15,107,566			15,023,250

Less Accumulated Depreciation			(8,451,127)			(8,189,359)
Property and Equipment, Net		$	6,656,439		$	6,833,891


		December 31, 2025						Total			June 30, 2025						Total
		Finite Lived			Indefinite Lived			December 31,			Finite Lived			Indefinite Lived			June 30,
		Intangible Assets			Intangible Assets			2025			Intangible Assets			Intangible Assets			2025
Intangible Assets		$	153,393		$	305,561		$	458,954		$	153,393		$	305,561		$	458,954
Less Accumulated Amortization			(146,050)			—			(146,050)			(141,915)			—			(141,915)
Intangible Assets, Net		$	7,343		$	305,561		$	312,904		$	11,478		$	305,561		$	317,039


	NANOVIRICIDES, INC.

	/s/ Anil R. Diwan
Dated: February 17, 2026	Name:	Anil R. Diwan
	Title:	President, Chairman of the Board
	(Principal Executive Officer)

	/s/ Meeta Vyas
Dated: February 17, 2026	Name:	Meeta Vyas
	Title:	Chief Financial Officer
	(Principal Financial Officer)

February 17, 2026	By:	/s/ Anil Diwan
	Name:	Anil Diwan
	Title:	President, Chairman
		(Principal Executive Officer)

February 17, 2026	By:	/s/ Meeta Vyas
	Name:	Meeta Vyas
	Title:	Chief Financial Officer
		(Principal Financial and Accounting Officer)