JUPITER NEUROSCIENCES, INC.

Jupiter Neurosciences, Inc. announced a 1-for-75 reverse stock split, approved by stockholders on July 22, 2026, and effective August 6, 2026. The split aims to increase the per share trading price to regain compliance with Nasdaq's minimum bid price requirement for continued listing. Trading on a split-adjusted basis will begin on August 7, 2026, under the current ticker JUNS and a new CUSIP number. The reverse split will reduce the number of outstanding shares from approximately 57.76 million to about 0.77 million, with cash payments for fractional shares.

Jupiter Neurosciences, Inc. announced the sale of 11,470,000 shares of its Common Stock to YA II PN, Ltd. (Yorkville) between May 14, 2026, and July 24, 2026. These sales, conducted under a Standby Equity Purchase Agreement (SEPA), generated aggregate gross proceeds of approximately $3.6 million. The shares were issued at 97% of the lowest daily volume-weighted average price during the pricing period, and as of July 28, 2026, the company has 56,520,143 shares outstanding.

Jupiter Neurosciences, Inc. held its 2026 Annual Meeting of Stockholders on July 22, 2026, where a quorum was present with approximately 59% of outstanding shares represented. Stockholders approved a reverse stock split at a ratio between 1:10 and 1:100, and an amendment to the 2025 Equity Incentive Plan to increase available shares by 5,250,000. Additionally, seven director nominees were elected, Cherry Bekaert LLC was ratified as the independent auditor, and Dr. Andrew J. Cutler was appointed to the Compensation Committee. The company also provided an update on its Standby Equity Purchase Agreement, confirming receipt of $5.58 million in prepaid advances from Yorkville, in exchange for $6.0 million in convertible notes.

Jupiter Neurosciences, Inc. has entered into a definitive Strategic Asset License Agreement with PharmAla Biotech Holdings Inc. for the exclusive rights to develop, manufacture, and commercialize PharmAla’s ALA-002 program in the United States. The agreement includes an upfront payment of $3,333,333, consisting of cash and Jupiter common stock. Additionally, Jupiter will pay up to $23,333,333 in development milestones and up to $73,333,333 in commercialization milestones, along with a 3% royalty on net sales after certain thresholds are met.

Jupiter Neurosciences, Inc. announced a definitive license agreement with PharmAla Biotech Holdings Inc. for perpetual exclusive U.S. rights to ALA-002, a patented, non-racemic MDMA formulation with FDA Novel Chemical Entity designation. The deal is valued at up to $100 million, including milestone payments, and includes an upfront payment of $3.3 million. This transaction significantly expands Jupiter's pipeline, transforming it into a dual clinical-stage CNS company alongside its Parkinson's disease program, and leverages a favorable regulatory environment for psychedelic therapies.

Jupiter Neurosciences, Inc. announced the appointment of Dr. Tomas J. Philipson to its Board of Directors, effective June 26, 2026. Dr. Philipson, a distinguished healthcare economist with extensive experience in government and the private sector, will also serve on the Audit and Compensation Committees. In connection with his appointment, he will receive equity compensation, including a sign-on option for 90,000 shares and an option for 446,428 shares in lieu of cash, both vesting over 36 months.

Jupiter Neurosciences, Inc. has filed an S-1 registration statement to register an additional 16,000,000 common shares for resale by Yorkville, its selling stockholder. These shares are part of a Standby Equity Purchase Agreement (SEPA) under which the company may receive up to $17.2 million from future sales to Yorkville, in addition to $2.8 million already received. The financing arrangement also includes $6.0 million in Pre-Paid Advances from Yorkville in exchange for Convertible Notes, which carry an 8% annual interest rate and mature on October 24, 2026. Proceeds from these sales are intended to support the company's Phase 2 trial for Parkinson's Disease and accelerate marketing for its Nugevia product line.

Jupiter Neurosciences, Inc. announced its 2026 virtual Annual Meeting of Stockholders to be held on July 22, 2026. Stockholders will vote on the election of seven directors, including two new nominees, following a recent resignation and a director not standing for re-election. Key proposals also include the ratification of Cherry Bekaert LLP as the independent auditor, an amendment to increase shares authorized under the 2025 Equity Incentive Plan by 5,250,000, and an amendment to the Certificate of Incorporation to effect a reverse stock split at a ratio between 1:10 and 1:100.

Jupiter Neurosciences, Inc. announced that Allison W. Brady resigned from its Board of Directors, effective June 17, 2026. Ms. Brady also stepped down from her positions on the Audit Committee and the Compensation Committee. The company stated that her decision was not a result of any disagreement with the company's operations, policies, or practices. The vacant Board seat will be filled at the company's annual meeting on July 22, 2026.

Jupiter Neurosciences, Inc. announced the promotion of Alison Silva to Chief Operating Officer and President, effective June 5, 2026. Her base salary was increased to $340,200 from $315,000. Additionally, Ms. Silva received a one-time grant of options to purchase 600,000 shares. The company also approved discretionary bonus stock options for several executives, including Christer Rosén (747,783 options), Alison Silva (427,304 options), and Saleem Elmasri (325,565 options), among others. Independent non-employee directors each received options to purchase 100,000 shares.