{"url_path":"/sec/rnxt/10-k/2026/item-9a","section_key":"item-9a","section_title":"Item 9A CONTROLS AND PROCEDURES","topic":"sec","document":{"doc_type":"10-K/A","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1574094/0001193125-26-227256-index.html","accession_number":"0001193125-26-227256","cik":"0001574094","ticker":"RNXT","issuer_name":"RenovoRx, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1574094/0001193125-26-227256-index.html","primary_entity_key":"0001574094","primary_entity_name":"RenovoRx, Inc."},"word_count":1008,"has_tables":true,"body_markdown":"ITEM 9A. CONTROLS AND PROCEDURES\n\n(a) Management's Evaluation of Disclosure Controls and Procedures\n\nUnder the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, 2025.\n\nBased on our management’s evaluation (with the participation of our Chief Executive Officer and Chief Financial Officer, who are our principal executive officer and our principal financial officer, respectively) of our disclosure controls and procedures as required by Rule 13a-15 under the Exchange Act, and taking into account the remediation of previously identified material weaknesses discussed below, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of December 31, 2025.\n\n(b) Management’s Annual Report on Internal Control over Financial Reporting\n\nOur management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control framework and processes were designed to provide reasonable assurance to management and the Board of Directors that our financial reporting is reliable and that our financial statements for external purposes have been prepared in accordance with accounting principles generally accepted in the United States (\"U.S. GAAP\").\n\nOur management recognizes its responsibility for fostering a strong ethical climate so that our affairs are conducted according to the highest standards of personal and corporate conduct.\n\nOur internal control over financial reporting includes policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our business transactions; (ii) provide reasonable assurance that transactions are recorded as necessary to permit the preparation of financial statements in accordance with U.S. GAAP, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer; and (iii) provide reasonable assurance that the unauthorized acquisition, use, or disposition of our assets will be prevented or detected in a timely manner.\n\nManagement assessed the effectiveness of our internal control over financial reporting as of December 31, 2025. In making these assessments, Management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013). Based on our assessments and those criteria, management determined that we maintained effective internal control over financial reporting as of December 31, 2025.\n\nRemediation of Previously Identified Material Weakness\n\nAs reported in our Annual Report on Form 10-K for the year ended December 31, 2024 and Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2025, June 30, 2025 and September 30, 2025, we previously identified material weakness in our internal control financial reporting related to (i) inadequate formal accounting policies for complex and non-routine transactions; (ii) inexperienced finance and accounting personnel with appropriate U.S. GAAP technical expertise; (iii) deficiencies in the financial statement close process around the absence of a formalized and timely review and approval, inadequate segregation of duties driven by the small size of the finance and accounting team; and (iv) ineffective information technology general controls (“ITGCs”) over user access.\n\nTo remediate these material weaknesses, management engaged a national consulting firm and implemented the following measures to strengthen the control environment, enhance the financial statement close process, and improve the overall design and operating effectiveness of internal controls:\n\n•\nImplemented formal, written accounting policies and procedures for complex and non-routine transactions and established standardized review and approval workflows for such transactions.\n\n46\n\n \n\n•\nIncreased finance and accounting staffing with personnel processing relevant U.S. GAAP and SEC reporting experience to enhance technical accounting capabilities.\n\n•\nImplemented a structured financial close calendar with defined responsibilities and deadlines, along with documented review procedures and sign-off over key financial reporting areas.\n\n•\nReorganized finance roles and workflows to improve segregation of duties, supplemented by secondary reviews and higher-level management oversight, and began deploying automation tools and templates (FloQast) to support reconciliations and close activities.\n\n•\nEstablished role-based access within financial systems, formalized review and approval requirements for non-standard and manual journal entries, and instituted periodic reviews of user access and system rights.\n\n•\nCentralized IT user access management processes, implemented periodic independent user access reviews, and documented access changes and related review procedures to provide an audit trail over ITGC user access controls.\n\nManagement has completed the implementation of these remedial measures and, based on testing of the design and operating effectiveness of the remediated controls, concluded that the previously identified material weaknesses were remediated as of December 31, 2025.\n\nWe maintain a dynamic system of internal controls and processes--including internal control over financial reporting--designed to ensure reliable financial recordkeeping, transparent financial reporting and protection of physical and intellectual property.\n\nHowever, all internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.\n\nThis Report does not include an attestation report of the Company’s registered public accounting firm. For as long as we remain (i) an emerging growth company under the JOBS Act or (ii) a smaller reporting company and a non-accelerated filer, our independent registered public accounting firm will not be required to attest to the effectiveness of our internal control over financial reporting. When we lose our status as an emerging growth company, a smaller reporting company and reach the thresholds for becoming an \"accelerated filer\" (as defined in the Exchange Act), our independent registered public accounting firm will be required to attest to the effectiveness of our internal control over financial reporting.\n\n(c) Changes in Internal Control over Financial Reporting\n\nOther than the changes as noted above, there were no other changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the last fiscal quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.\n\n47\n\n \n\nPART IV"}