Jupiter Neurosciences, Inc. Form 8-K Filing

Jupiter Neurosciences, Inc. has announced a significant development regarding its Standby Equity Purchase Agreement (SEPA) with YA II PN, LTD (Yorkville). On December 23, 2025, the company consummated the Second Pre-Paid Advance Closing under the SEPA. This involved the disbursement of $1,860,000 to the company, representing the second tranche of the Pre-Paid Advance. This disbursement was contingent upon the company obtaining stockholder approval, which was secured at the annual meeting on December 19, 2025, to issue shares of common stock exceeding the Exchange Cap (19.99% of outstanding shares) to Yorkville. In return for this second tranche, the company issued a second convertible promissory note to Yorkville. The SEPA allows Jupiter Neurosciences to continue directing Yorkville to purchase shares of its common stock, up to a specified limit, through Advance Notices, until the agreement is terminated or expires. The company also announced the effectiveness of its registration statement filed on Form S-1, registering shares issuable to Yorkville under the SEPA. This filing incorporates by reference information from previous 8-K filings dated October 27, 2025, and November 20, 2025, detailing the SEPA and related agreements.