Form 8-K

8-K — Neumora Therapeutics, Inc.

Accession: 0001193125-26-350349

Filed: 2026-08-14

Period: 2026-08-14

CIK: 0001885522

SIC: 2836 (BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES))

Item: Results of Operations and Financial Condition

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — nmra-20260814.htm (Primary)

EX-99.1 (nmra-ex99_1.htm)

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8-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 14, 2026

Neumora Therapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-41802

84-4367680

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

260 Arsenal Place, Suite 1

Watertown, Massachusetts

02472

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 857 760-0900

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

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:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, $0.0001 par value per share

NMRA

The Nasdaq Global Select Market

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 August 14, 2026, Neumora Therapeutics, Inc. (“Neumora” or the “Company”) announced its financial results for the second quarter ended June 30, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished pursuant to this Item 2.02 of this Current Report on Form 8-K, including the attached Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 14, 2026, the Company announced that Paul L. Berns, the Company’s current Chief Executive Officer, will become the Company’s Executive Chairperson of the Board of Directors (the “Board”), and Joshua Pinto, Ph.D., the Company’s current President, will succeed Mr. Berns as the Company’s Chief Executive Officer (the “Leadership Transition”) effective August 14, 2026 (the “Transition Date”). The Leadership Transition was approved by the Board on August 12, 2026. Dr. Pinto will also continue to serve as the Company’s President.

In connection with the Leadership Transition, on August 12, 2026, the Board also approved the appointment of Dr. Pinto as a Class III director, effective as of the Transition Date, to serve for a term expiring at the 2029 Annual Meeting of Stockholders and until his successor is elected and qualified or until his earlier death, resignation or removal.

Dr. Pinto currently serves as an executive officer of the Company in his role as President, and as such his business experience and certain other information required by Item 5.02(c) of Form 8-K has previously been described in the Company’s Definitive Proxy Statement on Schedule 14A filed on April 17, 2026 with the U.S. Securities and Exchange Commission, which information is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number

Description

99.1

Press Release dated August 14, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NEUMORA THERAPEUTICS, INC.

Date:

August 14, 2026

By:

/s/ Michael Milligan

Michael Milligan

Chief Financial Officer

EX-99.1

Filename: nmra-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Neumora Therapeutics Reports Second Quarter 2026 Financial Results and Provides Business Update

Favorable pre-clinical data reported for NMRA-215 with plan to submit IND in fourth quarter of 2026 and initiate Phase 1 study by end of 2026

Progressing NMRA-511 in Alzheimer’s disease (AD) agitation and NMRA-898 in schizophrenia with clinical data expected in fourth quarter of 2026 and second half of 2026, respectively

Joshua Pinto, Ph.D., appointedchief executive officer and member of the Board of Directors

Paul L. Berns appointed Executive Chair, continuing to serve as a key strategic leader to advance Company growth

$116.8 million in cash and cash equivalents expected to support operations into the third quarter of 2027

WATERTOWN, Mass., August 14, 2026 – Neumora Therapeutics, Inc. (Nasdaq: NMRA), a clinical-stage biopharmaceutical company with a therapeutics pipeline consisting of programs that target novel mechanisms of action for a broad range of underserved, prevalent diseases, today announced financial results for the second quarter ended June 30, 2026, and provided a business update.

“We delivered another quarter of disciplined execution against our strategic priorities, advancing key programs across our pipeline and positioning Neumora for a series of meaningful clinical milestones,” said Paul L. Berns, co-founder and executive chair, Neumora. “More broadly, the last 18 months have been a period of meaningful evolution for Neumora, and I’m pleased to announce Josh’s appointment as chief executive officer. Josh has contributed significantly to the organization during his tenure and has already demonstrated his ability to take on greater responsibility with his elevation to President last year. I’m incredibly proud of what our team has accomplished and confident that Josh is the right leader to guide the company through its next phase of growth. I look forward to continuing to work closely with Josh and the broader Neumora team as we advance our mission to develop transformative treatments for brain and centrally mediated diseases.”

“It has been a privilege to work alongside Paul and the exceptional team at Neumora, and I’m honored to step into the role of CEO,” said Joshua Pinto, Ph.D., president and chief executive officer, Neumora. “Our programs target some of the greatest medical challenges of our generation, and our commitment to developing innovative treatments for patients is deeply personal to me and at the core of everything we do. I look forward to working alongside our talented team to advance towards the upcoming clinical milestones across our pipeline and, ultimately, to improve the lives of the patients we aim to serve.”

LEADERSHIP UPDATE

•

Neumora today announced the appointment of Joshua Pinto, Ph.D., as president and chief executive officer and a member of the Board of Directors. Co-founder Paul L. Berns, will serve as Executive Chair.

•

Dr. Pinto has made significant contributions to Neumora since joining in 2021, having served in roles of increasing responsibility throughout his tenure. He pairs extensive experience in the biotechnology industry with scientific expertise, giving him a unique perspective and positioning him well to lead Neumora.

•

Additionally, Neumora appointed Doron Sagman, M.D., FRCPC, as the Company’s chief medical officer. Dr. Sagman brings more than 20 years of executive leadership experience in clinical development, medical affairs, regulatory strategy, and psychiatry to Neumora.

KEY PIPELINE HIGHLIGHTS

NMRA-215 (NLRP3 Inhibitor): Phase 1 Study Expected to Initiate by End of 2026

Neumora is developing NMRA-215 for the treatment of obesity and cardiometabolic disease. The Company expects to submit an IND in the fourth quarter of 2026 and to initiate a Phase 1 study by the end of 2026.

NMRA-511 (Vasopressin 1a Receptor Antagonist): On Track to Report Data from Multiple Ascending Dose (MAD) Expansion Cohort in Alzheimer’s Disease (AD) Agitation in Fourth Quarter of 2026

Neumora plans to report data from a MAD expansion cohort evaluating higher doses of NMRA-511 in healthy elderly participants in the fourth quarter of 2026 and to initiate a Phase 2 study with NMRA-511 in Alzheimer's disease agitation by the end of 2026.

NMRA-898 (M4 Positive Allosteric Modulator): Phase 1 Data Expected in Second Half of 2026

Neumora is conducting a MAD study with NMRA-898 in healthy volunteers and patients with stable schizophrenia and expects to report data from the study in the second half of 2026.

SECOND QUARTER 2026 FINANCIAL RESULTS

•

Cash Position:As of June 30, 2026, Neumora had cash and cash equivalents of $116.8 million.

•

Financial Guidance: The Company expects that its cash and cash equivalents as of June 30, 2026, will enable it to fund its operating plan into the third quarter of 2027.

•

R&D Expense: Research and development expenses for the second quarter of 2026 were $29.3 million, as compared to $38.7 million for the same period in 2025. The decrease was primarily due to a reduction in clinical trial costs, and lower personnel-related costs.

•

G&A Expense: General and administrative expenses for the second quarter of 2026 were $12.9 million, as compared to $15.3 million for the same period in 2025. The decrease was primarily attributable to lower personnel-related costs.

•

Net Loss: The Company reported a net loss of $43.1 million for the second quarter of 2026, as compared to $52.7 million for the same period in 2025.

About Neumora

Neumora Therapeutics, Inc. is a clinical-stage biopharmaceutical company founded to confront the greatest medical challenges of our generation by taking a fundamentally different approach to the way treatments for brain diseases are developed. Our therapeutic pipeline currently consists of programs that target novel mechanisms of action for a broad range of underserved, prevalent diseases. Neumora’s mission is to redefine neuroscience drug development by bringing forward the next generation of novel therapies that offer improved treatment outcomes and quality of life for patients.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements about Neumora Therapeutics, Inc. (the “Company,” “we,” “us,” or “our”) within the meaning of the federal securities laws, including statements related to: Neumora’s intention to redefine neuroscience drug development by bringing forward the next generation of novel therapies that offer improved treatment outcomes and quality of life for patients; the timing, progress and plans for its therapeutic development programs, including the timing of clinical trial initiation and data readouts, including for the NMRA-215, NMRA-511 and NMRA-898 studies; support for continued development, and upcoming milestones and catalysts; expectations and projections regarding future operating results and financial performance, including the sufficiency of its cash resources and expectation of the timing of its cash runway; and other statements identified by words such as “could,” “expects,” “intends,” “may,” “plans,” “potential,” “should,” “will,” “would,” or similar expressions and the negatives of those terms. Other than statements of historical facts, all statements contained in this press release are forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties that could cause the actual results to be materially different from the information expressed or implied by these forward-looking statements, including, among others: the risks related to the inherent uncertainty of clinical drug development and unpredictability and lengthy process for obtaining regulatory approvals; risks related to the timely initiation and enrollment in our clinical trials; risks related to our reliance on third parties, including CROs; risks related to serious or undesirable side effects of our therapeutic candidates; risks related to our ability to utilize and protect our intellectual property rights; and other matters that could affect sufficiency of capital resources to fund operations. For a detailed discussion of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to Neumora’s business in general, please refer to the risk factors identified in the Company’s filings with the Securities and Exchange Commission (SEC), including but not limited to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 which was filed with the SEC on or about the date hereof. Forward-looking statements speak only as of the date hereof, and, except as required by law, Neumora undertakes no obligation to update or revise these forward-looking statements. Our results for the quarter ended June 30, 2026 are not necessarily indicative of our operating results for any future periods.

Financial Tables

NEUMORA THERAPEUTICS

Unaudited Consolidated Statements of Operations and Comprehensive Loss

(in thousands, except per share amounts)

Three Months Ended

June 30,

Six Months Ended

June 30,

2026

2025

2026

2025

Operating expenses:

Research and development

29,283

38,724

67,881

90,875

General and administrative

12,907

15,316

27,173

34,101

Total operating expenses

42,190

54,040

95,054

124,976

Loss from operations

(42,190

)

(54,040

)

(95,054

)

(124,976

)

Other income (expense):

Interest income

935

2,250

2,166

5,324

Interest expense

(1,820

)

(436

)

(3,674

)

(436

)

Other income (expense), net

)

(480

)

(505

)

Total other income (expense)

(892

)

1,334

(1,456

)

4,383

Net loss before income taxes

(43,082

)

(52,706

)

(96,510

)

(120,593

)

Provision for income taxes

—

130

Net loss

(43,082

)

(52,731

)

(96,540

)

(120,723

)

Other comprehensive loss:

Unrealized loss on marketable securities

—

(12

)

—

(77

)

Comprehensive loss

(43,082

)

(52,743

)

(96,540

)

(120,800

)

Net loss per share, basic and diluted

(0.23

)

(0.33

)

(0.53

)

(0.75

)

Weighted-average shares outstanding, basic and diluted

185,163

161,691

182,504

161,572

Unaudited Condensed Consolidated Balance Sheets

(in thousands)

June 30,

2026

December 31,

2025

Cash and cash equivalents

116,834

182,530

Total assets

125,249

191,047

Total liabilities

80,730

87,176

Total stockholders’ equity

44,519

103,871

Neumora Contact

Helen Rubinstein

617-402-5700

Helen.Rubinstein@neumoratx.com

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