NANOVIRICIDES, INC._September 30, 2025

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 1320 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended September 30, 2025

Commission File Number: 001-36081

NANOVIRICIDES, INC.

(Exact name of Company as specified in its charter)

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

1 Controls Drive

Shelton, Connecticut 06484

(Address of principal executive offices and zip code)

(203) 937-6137

(Company’s telephone number, including area code)

Indicate by check mark whether the Company (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Company is a larger accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		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. ☐

Indicate by check mark whether the Company is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

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

As of November 14, 2025 there were approximately 17,997,000 shares of common stock of the registrant issued and outstanding.

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NanoViricides, Inc.

FORM 10-Q

INDEX


PART I FINANCIAL INFORMATION	3

Item 1. Financial Statements	3

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

Condensed Statements of Operations for the Three Months Ended September 30, 2025 and 2024 (Unaudited)	4

Condensed Statements of Changes in Stockholders’ Equity for the Three Months Ended September 30, 2025 and 2024 (Unaudited)	5

Condensed Statements of Cash Flows for the Three Months Ended September 30, 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	20

Item 3. Quantitative and Qualitative Disclosures About Market Risk	48

Item 4. Controls and Procedures	49

PART II OTHER INFORMATION	50

Item 1. Legal Proceedings	50

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	50

Item 3. Defaults Upon Senior Securities	51

Item 4. Mine Safety Disclosures	52

Item 5. Other Information	52

Item 6. Exhibits and Reports on Form 8-K	53

Signatures	54

Certifications

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

NanoViricides, Inc.

Condensed Balance Sheets


	September 30,		June 30,
	2025		2025
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	1,125,711	$	1,558,564
Prepaid expenses		126,855		112,146
Total current assets		1,252,566		1,670,710

Property and equipment, net		6,787,456		6,833,891

Intangible assets, net		314,971		317,039

OTHER ASSETS
Service agreements		2,087		2,445
Total assets	$	8,357,080	$	8,824,085

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	254,943	$	459,094
Accounts payable – related party		901,143		821,456
Accrued expenses		26,300		25,969
Total current liabilities		1,182,386		1,306,519

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ EQUITY:
Series A convertible preferred stock, $0.00001 par value, 10,000,000 shares designated, 916,308 and 905,717 shares issued and outstanding, at September 30, 2025 and June 30, 2025, respectively		9		9
Common stock, $0.00001 par value; 150,000,000 shares authorized, 17,556,079 and 16,606,832 shares issued and outstanding, at September 30, 2025 and June 30, 2025, respectively		176		166
Additional paid-in capital		157,801,428		156,359,252
Accumulated deficit		(150,626,919)		(148,841,861)

Total stockholders’ equity		7,174,694		7,517,566

Total liabilities and stockholders’ equity	$	8,357,080	$	8,824,085

See accompanying notes to the condensed financial statements

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NanoViricides, Inc.

Statements of Operations

(Unaudited)


	For the Three Months Ended
	September 30,
	2025		2024
OPERATING EXPENSES
Research and development	$	993,066	$	1,933,091
General and administrative		803,619		1,234,743

Total operating expenses		1,796,685		3,167,834

LOSS FROM OPERATIONS		(1,796,685)		(3,167,834)

OTHER INCOME
Interest income		11,627		41,023

Other income, net		11,627		41,023

NET LOSS	$	(1,785,058)	$	(3,126,811)

Net loss per common share- basic and diluted	$	(0.10)	$	(0.23)

Weighted average common shares outstanding- basic and diluted		17,082,425		13,715,959

See accompanying notes to the financial statements

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NanoViricides, Inc.

Statement of Changes in Stockholders’ Equity

For the three months ended September 30, 2025

(Unaudited)


	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 shares issued for Directors fees	—		—

SEC Form 10-Q filed by NanoViricides Inc.