NVCT 8-K
Nuvectis Pharma, Inc. (NVCT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of Principal Executive Offices)
(
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of Class | Trading Symbol(s) | Exchange Name |
| Written communications pursuant to Rule 425 under the Securities Act. | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act. | |
| Pre-commencement communications pursuant to Rule 14d-2b under the Exchange Act. | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
| Item 2.02. | Results of Operations and Financial Condition. |
On February 11, 2026, Nuvectis Pharma, Inc. issued a press release to provide a corporate update and to announce its financial results for the fiscal year ended December 31, 2025. A copy of such press release is being furnished as Exhibit 99.1 to this report.
The information, including Exhibit 99.1, in this Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall otherwise be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibit is furnished herewith:
| Exhibit | ||
| Number | Description | |
| 99.1 | Press release issued by Nuvectis Pharma, Inc., dated February 11, 2026. | |
| 104 | Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Nuvectis Pharma, Inc. | ||
| (Registrant) | ||
| Date: February 11, 2026 | ||
| By: | /s/ Ron Bentsur | |
| Ron Bentsur | ||
| Chairman, Chief Executive Officer and President | ||
Exhibit 99.1
Nuvectis Pharma, Inc. Reports 2025 Financial Results and Business Highlights
Fort Lee, NJ, February 11, 2026 (GLOBE NEWSWIRE) - Nuvectis Pharma, Inc. (NASDAQ: NVCT) ("Nuvectis" or the "Company"), a clinical-stage biopharmaceutical company focused on the development of innovative precision medicines for the treatment of serious conditions of unmet medical need in oncology, today reported its financial results for the year ended December 31, 2025 and provided an update on recent business progress.
Ron Bentsur, Chairman and Chief Executive Officer of Nuvectis, commented, “2025 was an eventful year for Nuvectis, with significant progress made in the NXP900 development program, laying the groundwork for multiple potential data readouts in 2026. Our Phase 1b monotherapy study evaluating NXP900’s clinical potential in several molecularly and histologically-defined target tumors, and the combination study of NXP900 with osimertinib in patients with EGFR-mutated non-small cell lung cancer (“NSCLC”) are enrolling patients. In addition, a combination with lorlatinib in ALK-positive NSCLC, is pending commencement. With the potential embedded in the NXP900 Phase 1b program, we expect 2026 to be an exciting year for Nuvectis.”
Mr. Bentsur concluded, “We remain focused on operational execution and financial responsibility, and believe that our current cash position can take us through multiple potential NXP900 Phase 1b milestones and well into the second half of 2027.”
Full Year 2025 Financial Results
Cash and cash equivalents were $31.6 million as of December 31, 2025, compared to $18.5 million as of December 31, 2024. The increase of $13.1 million resulted from the Company's February 2025 public offering and from access to our at-the-market facility, partially offset by operating expenses.
The Company's net loss was $26.4 million for the year ended December 31, 2025, compared to $19.0 million for the year ended December 31, 2024, an increase in net loss of $7.4 million. Net loss for the 2025 fiscal year included $6.0 million in non-cash stock-based compensation and one-time license fees associated with milestone achievements of $2.4 million.
Research and development expenses, including non-cash and one-time non-recurring expenses, were $18.2 million for the year ended December 31, 2025, compared to $12.9 million for the year ended December 31, 2024, an increase of $5.3 million.
General and administrative expenses, including non-cash and one-time non-recurring expenses, were $9.4 million for the year ended December 31, 2025, compared to $6.9 million for the year ended December 31, 2024, an increase of $2.5 million.
Finance income was $1.1 million for the year ended December 31, 2025, compared to $0.8 million for the year ended December 31, 2024, an increase of $0.3 million.
About Nuvectis Pharma, Inc.
Nuvectis Pharma, Inc. is a biopharmaceutical company focused on the development of innovative precision medicines for the treatment of serious conditions of unmet medical need in oncology. The Company's assets include NXP900 a clinical-stage drug candidate. NXP900 is an oral small molecule inhibitor of the SRC Family of Kinases (SFK), including SRC and YES1. Its unique mechanism of action enables inhibition of both the catalytic and scaffolding functions of the SRC kinase, providing comprehensive shutdown of the signaling pathway. NXP900 has completed a Phase 1a dose escalation study and the Phase 1b program has been initiated.
For more information on Nuvectis, please visit our website at https://nuvectis.com/.
Forward Looking Statements
This press release contains "forward-looking statements" within the meaning of the U.S. federal securities laws, which are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as "anticipate", "believe", "contemplate", "could", "estimate", "expect", "intend", "seek", "may", "might", "plan", "potential", "predict", "project", "target", "aim", "should", "will", "would", or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward looking statements are based on Nuvectis Pharma, Inc.'s current expectations and interpretations of data and information available, including preclinical and clinical safety, pharmacokinetics, pharmacodynamics, and efficacy data generated to date for NXP900 and the timing and safety and efficacy data expectations for the monotherapy and combination components of the NXP900 Phase 1b program and estimates and projections regarding our financial condition. The outcomes of the events described in these forward-looking statements are subject to inherent uncertainties, risks, assumptions, market and other conditions, and other factors that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties may also be subject to market and other conditions and described more fully in the section titled "Risk Factors" in our 2025 Form 10-K and our other public filings with the U.S. Securities and Exchange Commission ("SEC"). However, these risks are not exhaustive and new risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward looking statements contained in this press release or other filings with the SEC. Any forward-looking statements contained in this press release speak only as of the date of this press release. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
Company Contact:
Ron Bentsur
Chairman, Chief Executive Officer and President
Media Relations Contact:
Kevin Gardner
LifeSci Advisors
NUVECTIS PHARMA, INC.
BALANCE SHEETS
(USD in thousands, except per share and share amounts)
| December 31, | ||||||||
| 2025 | 2024 | |||||||
| Assets | ||||||||
| CURRENT ASSETS | ||||||||
| Cash and cash equivalents | $ | 31,634 | $ | 18,533 | ||||
| Other current assets | 75 | 74 | ||||||
| TOTAL CURRENT ASSETS | 31,709 | 18,607 | ||||||
| TOTAL ASSETS | $ | 31,709 | $ | 18,607 | ||||
| Liabilities and Shareholders’ Equity | ||||||||
| CURRENT LIABILITIES | ||||||||
| Accounts payables | $ | 6,274 | $ | 2,498 | ||||
| Accrued liabilities | 115 | 840 | ||||||
| Employee compensation and benefits | 6,907 | 5,556 | ||||||
| TOTAL CURRENT LIABILITIES | 13,296 | 8,894 | ||||||
| TOTAL LIABILITIES | 13,296 | 8,894 | ||||||
| COMMITMENTS AND CONTINGENCIES, see Note 3 | ||||||||
| SHAREHOLDERS’ EQUITY, see Note 6 | ||||||||
| Common Shares, $0.00001 par value – 60,000,000 shares authorized as of December 31, 2025, and December 31, 2024, 25,676,798, and 19,495,683 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively | * | * | ||||||
| Additional paid in capital | 118,100 | 82,958 | ||||||
| Accumulated deficit | (99,687 | ) | (73,245 | ) | ||||
| TOTAL SHAREHOLDERS’ EQUITY | 18,413 | 9,713 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 31,709 | $ | 18,607 | ||||
| * | Represent amount lower than $1,000 USD. |
NUVECTIS PHARMA, INC.
STATEMENT OF OPERATIONS
(USD in thousands, except per share and share amounts)
| For the year ended | For the year ended | |||||||
| December 31, 2025 | December 31, 2024 | |||||||
| OPERATING EXPENSES | ||||||||
| Research and development | $ | 18,153 | $ | 12,918 | ||||
| General and administrative | 9,421 | 6,929 | ||||||
| OPERATING LOSS | (27,574 | ) | (19,847 | ) | ||||
| Finance income | 1,132 | 847 | ||||||
| NET LOSS | $ | (26,442 | ) | $ | (19,000 | ) | ||
| EFFECT OF WARRANTS MODIFICATION, | (2,429 | ) | — | |||||
| TOTAL NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS | (28,871 | ) | (19,000 | ) | ||||
| BASIC AND DILUTED NET LOSS PER COMMON SHARE OUTSTANDING | $ | (1.32 | ) | $ | (1.11 | ) | ||
| Basic and diluted weighted average number of common shares outstanding | 21,812,716 | 17,113,169 | ||||||