{"url_path":"/sec/nvct/8-k/2026-06-30/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 ** **Entry","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-30","source_url":"https://www.sec.gov/Archives/edgar/data/1875558/0001104659-26-079360-index.html","accession_number":"0001104659-26-079360","cik":"0001875558","ticker":"NVCT","issuer_name":"Nuvectis Pharma, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1875558/0001104659-26-079360-index.html","primary_entity_key":"0001875558","primary_entity_name":"Nuvectis Pharma, Inc."},"word_count":403,"has_tables":true,"body_markdown":"**Item 1.01** **Entry\ninto a Material Definitive Agreement.**\n\n \n\nOn June 29, 2026, Nuvectis\nPharma, Inc. (“Nuvectis” or the “Company”) entered into an underwriting agreement (the “Underwriting\nAgreement”) with Cantor Fitzgerald & Co. (the “Representative”). Pursuant to the Underwriting Agreement, the\nCompany agreed to sell to the Representative, in a firm commitment underwritten public offering (the “Offering”), 5,000,000\nshares (the “Firm Shares”) of the Company’s common stock, $0.00001 par value per share (“Common Stock”),\nat a price to the public of $20.00 per share, less underwriting discounts and commissions. In addition, pursuant to the Underwriting Agreement,\nthe Company has granted the underwriters an option, exercisable for 30 days, to purchase up to an additional 750,000 shares of Common\nStock (the “Additional Shares,” together with the Firm Shares, the “Shares”). The transaction contemplated by\nthe Underwriting Agreement is expected to close on July 1, 2026, subject to the satisfaction of customary closing conditions.\n\n \n\nThe net proceeds to the Company\nfrom the Offering are expected to be approximately $93 million (or approximately $107 million if the underwriters exercise their option\nto purchase the Additional Shares), after deducting underwriting discounts and commissions and estimated offering expenses payable by\nthe Company.\n\n \n\nThe Offering is being made pursuant to the Company’s effective\nshelf registration statement on Form S-3 (File No. 333-293459) that was filed with the U.S. Securities and Exchange Commission,\nincluding the related prospectus, dated February 20, 2026, as supplemented by a prospectus supplement dated June 29, 2026.\n\n \n\nThe Underwriting Agreement\ncontains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations\nof the Company and the Representative, including for liabilities under the Securities Act of 1933, as amended, other obligations of the\nparties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only\nfor purposes of such agreement and as of specific dates and were solely for the benefit of the parties to such agreement. The foregoing\nsummary of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the complete text of the Underwriting\nAgreement, a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.\n\n \n\nAlston & Bird LLP,\ncounsel to the Company, delivered an opinion as to the validity of the Shares, a copy of which is attached hereto as Exhibit 5.1\nand is incorporated herein by reference."}