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UNITED\nSTATES
\nSECURITIES AND EXCHANGE COMMISSION

Washington,\nD.C. 20549

FORM\n8-K

CURRENT\nREPORT
\nPursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date\nof Report (Date of earliest event reported): October 13, 2026

NEPHROS,\nINC.

(Exact\nname of Registrant as Specified in its Charter)

\n \n \n \n \n \n \n \n \n \n \n \n \n

Delaware		001-32288		13-3971809
(State\n or other jurisdiction \n of incorporation)		(Commission \n File Number)		(IRS\n Employer \n Identification No.)

380 Lackawanna Place, South Orange, New Jersey 07079
(Address of principal executive offices, including ZIP code)

(201) 343-5202
(Registrant’s telephone number, including area code)

n/a
\n(Former Name or Former Address, if Changed Since Last Report)

Check\nthe appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under\nany of the following provisions:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

☐	Written\n communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting\n material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement\n communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement\n communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities\nregistered pursuant to Section 12(b) of the Act:

\n \n \n \n \n \n \n \n \n \n \n \n \n

Title\n of each class		Trading\n Symbol(s)		Name\n of each exchange on which registered
Common\n stock, $0.001 par value		NEPH		The\n Nasdaq Stock Market LLC

Indicate\nby check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405\nof this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging\ngrowth company ☐

If\nan emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying\nwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item\n 5.08.

Shareholder\n Nominations Pursuant to Exchange Act Rule 14a-11

The\ninformation set forth in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.08.

Item\n 8.01.

Other\n Events.

On\nOctober 13, 2026, the Board of Directors (the “Board”) of Nephros, Inc. (the “Company”) set Wednesday, November\n25, 2026, at 11:00 a.m., Eastern Time, as the date and time of the Company’s 2026 Annual Meeting of Stockholders (the “2026\nAnnual Meeting”), which will be held virtually via live webcast. The Board also set the close of business on September 30, 2026\nas the record date for determining the stockholders entitled to notice of, and to vote at, the 2026 Annual Meeting. The matters to be\nvoted on and instructions for attending the 2026 Annual Meeting will be set forth in the Company’s definitive proxy statement for\nthe 2026 Annual Meeting, which will be filed with the Securities and Exchange Commission (the “SEC”).

The\ndate of the 2026 Annual Meeting has changed by more than 30 days from the anniversary of the Company’s 2025 Annual Meeting of Stockholders,\nwhich was held on June 16, 2025 (the “2025 Annual Meeting”). In accordance with Rule 14a-5(f) under the Securities Exchange\nAct of 1934, as amended (the “Exchange Act”), the Company is informing stockholders of this change. As a result, the deadlines\nfor stockholder proposals and director nominations set forth in the Company’s proxy statement for the 2025 Annual Meeting no longer\napply. The revised deadlines described below apply instead.

Under\nRule 14a-8 under the Exchange Act (“Rule 14a-8”), because the date of the 2026 Annual Meeting has changed by more than 30\ndays from the anniversary of the 2025 Annual Meeting, a stockholder proposal must be received a reasonable time before the Company begins\nto print and send its proxy materials in order to be considered for inclusion in the Company’s proxy statement and form of proxy.\nAccordingly, Rule 14a-8 proposals must be received by the Company no later than the close of business on October 23, 2026. Such proposals\nmust also comply with all requirements of Rule 14a-8, including those relating to eligibility and subject matter.

To\ncomply with the universal proxy rules, stockholders who intend to solicit proxies in support of director nominees other than the Company’s\nnominees must provide notice that sets forth the information required by Rule 14a-19 under the Exchange Act. That notice must be provided\nno later than October 23, 2026, which is the later of (i) the 60th calendar day prior to the date of the 2026 Annual Meeting (September\n26, 2026) and (ii) the 10th calendar day following the day on which the Company first publicly announced the date of the 2026 Annual\nMeeting, which was the date of this Current Report on Form 8-K.

Under\nRule 14a-4(c) under the Exchange Act, the Company may use discretionary voting authority conferred by proxies on any stockholder proposal\nthat is presented at the 2026 Annual Meeting but not included in the Company’s proxy statement, unless the Company receives notice\nof the proposal a reasonable time before it sends its proxy materials. The Company has determined that, for purposes of Rule 14a-4(c),\nnotice of such a proposal will be considered timely only if it is received by the close of business on October 23, 2026.

All\nproposals, nominations and notices described above must be delivered to the Company’s principal executive offices at 380 Lackawanna\nPlace, South Orange, New Jersey 07079, Attention: Chief Executive Officer. They must also comply with all applicable SEC rules and regulations.\nTo avoid controversy, stockholders should submit them by means, including electronic means, that permit them to prove the date of delivery.\nAny adjournment or postponement of the 2026 Annual Meeting, or any public announcement of an adjournment or postponement, will not begin\na new time period for, or extend, any of the deadlines described above.

Item\n 9.01.

Financial\n Statements and Exhibits.

\n\n

(d)

Exhibits

\n \n \n \n \n \n \n \n \n \n \n \n \n

Exhibit\n No.		Description
99.1		Nephros, Inc. Press Release, dated October 13, 2026.
104		Cover\n Page Interactive Data File (embedded M2 Compliance within the Inline XBRL document)

SIGNATURES

Pursuant\nto the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by\nthe undersigned hereunto duly authorized.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

\n	Nephros, Inc.

Dated:\n October 13, 2026	By:	/s/\n Judy Krandel
		Judy\n Krandel
		Chief\n Financial Officer

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