On June 25, 2021, NeuroMetrix, Inc. (the “Company”) filed a prospectus supplement (the “Prospectus Supplement”) with the Securities and Exchange Commission (the “Commission”) to register the offer and sale of $2,400,000 of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) to the Company’s effective “shelf” registration statement on Form S-3 and an accompanying base prospectus contained therein (Registration Statement No. 333-229349) filed with the Commission on January 24, 2019, and declared effective on March 8, 2019 (together with the Prospectus Supplement, the “Prospectus”). The issuance and sale of the shares by the Company under the Prospectus will take place to the At Market Issuance Sales Agreement (the “Agreement”), dated February 19, 2020 between the Company and Ladenburg Thalmann & Co. Inc., under which the Company may offer and sell, from time to time at its sole discretion, shares of its Common Stock.

The legal opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., counsel to the Company, relating to the shares of Common Stock being offered to the Agreement is filed as Exhibit 5.1 to this Current Report on Form 8-K.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any offer, solicitation, or sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

5.1 Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

10.1 At Market Issuance Sales Agreement, dated February 19, 2020, by and between NeuroMetrix, Inc. and Ladenburg Thalmann & Co. Inc. (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 19, 2020 and incorporated in this document by reference).

23.1 Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included in the opinion filed as Exhibit 5.1).

NeuroMetrix, Inc. Exhibit
EX-5.1 2 neurometrix-ex51toform8xkj.htm EX-5.1 Document One Financial CenterBoston,…
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About NEUROMETRIX, INC. (NASDAQ:NURO)

NeuroMetrix, Inc. (NeuroMetrix) is a health-care company that develops wearable medical technology and point-of-care tests that help patients and physicians manage chronic pain, nerve diseases and sleep disorders. The Company operates through the sale of medical equipment and consumables segment. Its products are sold in the United States and selected overseas markets. It has two principal product lines: Wearable neuro-stimulation therapeutic devices and Point-of-care neuropathy diagnostic tests. The Company’s products consist of a medical device used in conjunction with a consumable electrode or biosensor. Its products include Quell, which is a wearable device for relief of chronic intractable pain; SENSUS, which is a prescription neuro-stimulation device; DPNCheck, which is a nerve conduction test that is used to evaluate systemic neuropathies, and ADVANCE System, which is a platform for the performance of nerve conduction studies.