Sec Form 4 Filing - Big Rock Partners Sponsor, LLC @ NRX Pharmaceuticals, Inc. - 2021-05-24

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Big Rock Partners Sponsor, LLC 2. Issuer Name and Ticker or Trading Symbol NRX Pharmaceuticals, Inc. [ BRPA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 2645 N. FEDERAL HIGHWAY, SUITE 230 3. Date of Earliest Transaction (MM/DD/YY) 05/24/2021 (Street) DELRAY BEACH, FL33483 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 05/24/2021 D 5,435 D $ 0 492,065 I By Big Rock Partners Sponsor, LLC ( 1 ) Common Stock 05/24/2021 C 27,250 A $ 0 519,315 I By Big Rock Partners Sponsor, LLC ( 1 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Rights, exchangeable for Common Stock ( 2 ) 05/24/2021 C 272,500 ( 2 ) ( 2 ) Common Stock 27,250 ( 2 ) 0 I By Big Rock Partners Sponsor, LLC ( 1 ) Unit Purchase Option $ 10 05/24/2021 P 100,000 05/24/2021 11/20/2022 Common Stock 160,000 $ 1 100,000 I By A/Z Property Partners LLC ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Big Rock Partners Sponsor, LLC 2645 N. FEDERAL HIGHWAY, SUITE 230 DELRAY BEACH, FL33483 X ACKERMAN RICHARD 2645 N. FEDERAL HIGHWAY, SUITE 230 DELRAY BEACH, FL33483 X X President & CEO Signatures /s/ Richard Ackerman, managing member 05/24/2021 Signature of Reporting Person Date /s/ Richard Ackerman 05/24/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Mr. Ackerman is the managing member of this entity and has the sole voting and dispositive power of the securities held thereby. Accordingly, Mr. Ackerman may be deemed to have beneficial ownership of such shares. Mr. Ackerman disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. ( 2 )Each of the Issuer's Rights were convertible into 1/10 of one share of the Issuer's common stock upon consummation of the Issuer's initial business combination and had no expirationdate. In connection with the Issuer's business combination, such Rights automatically converted into shares of common stock. ( 3 )Mr. Ackerman is the majority owner of this entity and may be deemed to have beneficial ownership of the shares owned thereby. Mr. Ackerman disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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