Neuraxis, Inc. ownership update: Bigger Capital Fund, LP and affiliated parties report beneficial holdings in Common Stock. As of May 1, 2026, Bigger Capital beneficially owned 755,577 shares. The filing notes a 4.99% beneficial ownership limitation on certain warrants.
The filing states shares outstanding were 11,505,421 as of April 20, 2026 per the issuer's prospectus. Related entities and Michael Bigger disclose shared voting and dispositive power and additional warrant positions that are subject to the stated ownership limitation.
Positive
None.
Negative
None.
Insights
Large holder reports a mid-single-digit stake and warrant exposure.
Bigger Capital Fund, LP is reported to beneficially own 755,577 shares, representing approximately 6.56% of the outstanding common stock cited in the filing. The statement also discloses relevant warrant positions that are subject to a 4.99% beneficial ownership limitation.
Key dependencies include the issuer's reported April 20, 2026 share count and the exercise constraints on warrants. Subsequent filings or exercises could change percentages; timing of any exercises is not disclosed in the excerpt.
Key Figures
Bigger Capital shares:755,577 sharesMichael Bigger aggregate:764,196 sharesShares outstanding:11,505,421 shares+4 more
7 metrics
Bigger Capital shares755,577 sharesBeneficial ownership as of May 1, 2026
Michael Bigger aggregate764,196 sharesAggregate potential beneficial ownership reported for Mr. Bigger
Shares outstanding11,505,421 sharesOutstanding shares as of April 20, 2026 per prospectus
Warrants (Bigger Capital)66,138 warrantsExercise subject to a 4.99% beneficial ownership limitation
Warrants (District 2 CF)79,366 warrantsExercise subject to a 4.99% beneficial ownership limitation
District 2 CF shares1,460 sharesBeneficial ownership as of May 1, 2026
Beneficial ownership limit4.99%Expressly limits warrant exercises disclosed in the filing
"exercise of which are subject to a 4.99% beneficial ownership limitation"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
shared dispositive powerfinancial
"Shared Dispositive Power 755,577.00"
Schedule 13G/Aregulatory
"Item 1. (a) Name of issuer: Neuraxis, INC"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Neuraxis, INC
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
64134X201
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
64134X201
1
Names of Reporting Persons
BIGGER CAPITAL FUND L P
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
755,577.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
755,577.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
755,577.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.56 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
64134X201
1
Names of Reporting Persons
Bigger Capital Fund GP, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
755,577.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
755,577.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
755,577.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.56 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
64134X201
1
Names of Reporting Persons
District 2 Capital Fund LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,460.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,460.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,460.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
64134X201
1
Names of Reporting Persons
District 2 Capital LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,460.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,460.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,460.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
64134X201
1
Names of Reporting Persons
District 2 GP LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,460.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,460.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,460.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
64134X201
1
Names of Reporting Persons
District 2 Holdings LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,460.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,460.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,460.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
64134X201
1
Names of Reporting Persons
Bigger Michael
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
6,000.00
6
Shared Voting Power
758,196.00
7
Sole Dispositive Power
6,000.00
8
Shared Dispositive Power
758,196.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
764,196.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.64 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Neuraxis, INC
(b)
Address of issuer's principal executive offices:
11611 N. MERIDIAN ST, SUITE 330, CARMEL, IN, 46032
Item 2.
(a)
Name of person filing:
Bigger Capital Fund, LP ("Bigger Capital")
Bigger Capital Fund GP, LLC ("Bigger GP")
District 2 Capital Fund LP ("District 2 CF")
District 2 Capital LP ("District 2")
District 2 GP LLC ("District 2 GP")
District 2 Holdings LLC ("District 2 Holdings")
Michael Bigger
Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons."
(b)
Address or principal business office or, if none, residence:
Bigger Capital Fund, LP
11700 West Charleston Blvd., #170-659
Las Vegas, NV 89135
Bigger Capital Fund GP, LLC
11700 West Charleston Blvd., #170-659
Las Vegas, NV 89135
District 2 Capital Fund LP
175 W. Carver Street
Huntington, NY 11743
District 2 Capital LP
175 W. Carver Street
Huntington, NY 11743
District 2 GP LLC
175 W. Carver Street
Huntington, NY 11743
District 2 Holdings LLC
175 W. Carver Street
Huntington, NY 11743
Michael Bigger
11700 West Charleston Blvd., #170-659
Las Vegas, NV 89135
(c)
Citizenship:
Bigger Capital Fund, LP
Delaware
Bigger Capital Fund GP, LLC
Delaware
District 2 Capital Fund LP
Delaware
District 2 Capital LP
Delaware
District 2 GP LLC
Delaware
District 2 Holdings LLC
Delaware
Michael Bigger
USA
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
64134X201
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of May 1, 2026, Bigger Capital beneficially owned 755,577 shares of Common Stock. This amount does not include 66,138 shares of Common Stock issued upon the exercise of 66,138 Warrants, the exercise of which are subject to a 4.99% beneficial ownership limitation.
Bigger GP, as the general partner of Bigger Capital, may be deemed to beneficially own the Issuer's securities described herein.
Mr. Bigger, as the managing member of Bigger GP may be deemed to beneficially own the Issuer's securities described herein.
As of May 1, 2026, District 2 CF beneficially owned 1,460 shares of Common Stock. This amount does not include 79,366 shares of Common Stock issued upon the exercise of 79,366 Warrants, the exercise of which are subject to a 4.99% beneficial ownership limitation.
District 2, as the investment manager of District 2 CF, may be deemed to beneficially own the Issuer's securities described herein beneficially owned by District 2 CF.
District 2 GP, as the general partner of District 2 CF, may be deemed to beneficially own the Issuer's securities described herein beneficially owned by District 2 CF.
District 2 Holdings, as the managing member of District 2 GP, may be deemed to beneficially own the Issuer's securities described herein beneficially owned by District 2 CF.
Mr. Bigger, as the managing member of Bigger GP and the managing member of District 2 Holdings, may be deemed to beneficially own the: (i) 755,577 shares of Common Stock beneficially owned by Bigger Capital, and (ii) 1,460 shares of Common Stock, beneficially owned by District 2 CF. Mr. Bigger also may be deemed the beneficial owner of an aggregate of 1,159 shares of Common Stock held by the sons of Mr. Bigger. In addition, Mr. Bigger owns 6,000 shares of Common Stock in his IRA account.
The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Each of Bigger GP and Mr. Bigger disclaims beneficial ownership of the shares of Common Stock beneficially owned by Bigger Capital. Each of District 2, District 2 GP, District 2 Holdings and Mr. Bigger disclaims beneficial ownership of the shares of Common Stock beneficially owned by District 2 CF. The filing of this statement shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities.
(b)
Percent of class:
The following percentages are based on 11,505,421 shares of Common Stock outstanding as of Apri 20, 2026, based upon the Issuer's Prospectus filed under Rule 424(b)(5) with the Securities and Exchange Commission on April 21, 2026.
As of May 1, 2026, each of Bigger Capital and Bigger GP may be deemed to beneficially own approximately 6.56% of the outstanding shares of Common Stock. Does not include 66,138 shares of Common Stock issued upon the exercise of 66,138 Warrants, the exercise of which are subject to a 4.99% beneficial ownership limitation.
As of May 1, 2026, each of District 2 CF, District 2, District 2 GP and District Holdings may be deemed to beneficially own approximately 0% of the outstanding shares of Common Stock. Does not include 79,366 shares of Common Stock issued upon the exercise of 79,366 Warrants, the exercise of which are subject to a 4.99% beneficial ownership limitation.
As of May 1, 2026, Mr. Bigger may be deemed to beneficially own approximately 6.64% of the outstanding shares of Common Stock. This amount does not include the: (i) 66,138 shares of Common Stock issued upon the exercise of 66,138 Warrants, beneficially owned by Bigger Capital, and (ii) 79,366 shares of Common Stock issued upon the exercise of 79,366 Warrants, beneficially owned by District 2 CF.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Cover Pages Items 5-9.
(ii) Shared power to vote or to direct the vote:
See Cover Pages Items 5-9.
(iii) Sole power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
(iv) Shared power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Bigger GP and Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by Bigger Capital and each of District 2, District 2 GP, District 2 Holdings and Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by District 2 CF.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit 99.1. Previously Filed
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
BIGGER CAPITAL FUND L P
Signature:
/s/ Michael Bigger
Name/Title:
Michael Bigger, Managing Member of Bigger Capital Fund GP, LLC, its general partner
Date:
05/01/2026
Bigger Capital Fund GP, LLC
Signature:
/s/ Michael Bigger
Name/Title:
Michael Bigger, Managing Member
Date:
05/01/2026
District 2 Capital Fund LP
Signature:
/s/ Michael Bigger
Name/Title:
Michael Bigger, Managing Member of District 2 GP LLC, its general partner
How many shares does Bigger Capital report owning in NRXS?
Bigger Capital reports beneficially owning 755,577 shares. The filing states this represents approximately 6.56% of the outstanding shares based on the issuer's prospectus share count.
What is Michael Bigger's total reported ownership in NRXS?
Michael Bigger may be deemed to beneficially own 764,196 shares. That figure aggregates direct and shared holdings disclosed by affiliated entities and is reported as approximately 6.64% of shares outstanding.
Are there warrants tied to the reported holdings for NRXS?
Yes. The filing notes 66,138 warrants related to Bigger Capital and 79,366 warrants related to District 2 CF, each subject to a 4.99% beneficial ownership limitation on exercise.
What share count does the filing use to compute percentages for NRXS?
Percentages are based on 11,505,421 shares outstanding as of April 20, 2026, cited from the issuer's prospectus filed under Rule 424(b)(5).
Does the filing show sole voting control by the reporting parties for NRXS?
No. The filing discloses shared voting and dispositive power for the listed entities and indicates specific sole and shared power values in the cover data.
