Herbert Raymond McMaster - Aug 26, 2021 Form 4 Insider Report for NRX Pharmaceuticals, Inc. (NRXP)

Role: Director
Signature: /s/ Herbert R. McMaster
Stock symbol: NRXP
Transactions as of: Aug 26, 2021
Transactions value $: -$23,141
Form type: 4
Date filed: 11/2/2021, 04:07 PM
Previous filing: Jun 22, 2021
Next filing: Sep 21, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NRXP	Common Stock	Options Exercise	$40.6K	+18.3K		$2.22^*	18.3K	Aug 26, 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	NRXP	Employee Stock Option (Right to buy)	Conversion of derivative security	-$63.8K	-28.7K	-63.71%	$2.22^*	16.4K	Aug 26, 2021	Common Stock	28.7K	$2.22	Direct	F1
transaction	NRXP	Restricted Stock Units	Award	$0	+10.4K		$0.00	10.4K	Aug 26, 2021	Common Stock	10.4K		Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The options are fully vested.
F2	Shares and restricted stock units acquired pursuant to the exercise of 28,724 vested stock options under the NRX Pharmaceuticals, Inc. 2021 Omnibus Incentive Plan (the "Plan"). The Reporting person received 18,300 freely tradable shares of common stock, par value $0.001 per share, of NRX Pharmaceuticals, Inc. (the "Common Stock") and 10,424 restricted stock units, each restricted stock unit representing a right to receive one share of Common Stock. The restricted stock units remain in the Plan and are subject to forfeiture if the Earnout Share Milestone and the Earnout Cash Milestone (as defined in the Merger Agreement) do not occur on or prior to December 31, 2022.

Content

The options are fully vested.

Shares and restricted stock units acquired pursuant to the exercise of 28,724 vested stock options under the NRX Pharmaceuticals, Inc. 2021 Omnibus Incentive Plan (the "Plan"). The Reporting person received 18,300 freely tradable shares of common stock, par value $0.001 per share, of NRX Pharmaceuticals, Inc. (the "Common Stock") and 10,424 restricted stock units, each restricted stock unit representing a right to receive one share of Common Stock. The restricted stock units remain in the Plan and are subject to forfeiture if the Earnout Share Milestone and the Earnout Cash Milestone (as defined in the Merger Agreement) do not occur on or prior to December 31, 2022.