MERIT MEDICAL SYSTEMS INC
For the period ended Dec 31, 2024. Filed Feb 25, 2025.
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FY2024 · Filed Feb 25, 2025
MMSI$87.81-0.7%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
| (a) | Documents filed as part of this Report: |
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| (1) | Financial Statements. The following consolidated financial statements and the notes thereto, and the Reports of Independent Registered Public Accounting Firm are incorporated by reference as provided in Item 8 and Item 9A of this report: |
Report of Independent Registered Public Accounting Firm (PCAOB ID 34) — Internal Control
Report of Independent Registered Public Accounting Firm — Financial Statements
Consolidated Balance Sheets as of December 31, 2024 and 2023
Consolidated Statements of Income for the Years Ended December 31, 2024, 2023 and 2022
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2024, 2023 and 2022
Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2024, 2023 and 2022
Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022
Notes to Consolidated Financial Statements
(2)Financial Statement Schedules.
Schedule II - Valuation and qualifying accounts
Years Ended December 31, 2024, 2023 and 2022
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| · · · Balance at · · · Additions Charged to · · · · · · Balance at | |||||
| Allowance for Credit Losses: · · Beginning of Year · · Costs and Expenses (a) · · · Deduction (b) · · End of Year | |||||
| 2022 | $(6,767) | $(1,858) | | $202 | $(8,423) |
| 2023 | $(8,423) | $(1,772) | | $1,172 | $(9,023) |
| 2024 | $(9,023) | $(1,425) | | $719 | $(9,729) |
| (a) | We record a provision for credit losses based upon historical bad debt experience, current economic conditions, expectations of future economic conditions, and management’s evaluation of our ability to collect individual outstanding balances. |
| (b) | When an individual customer balance becomes impaired and is deemed uncollectible, a deduction is made against the allowance for credit losses. |
Years Ended December 31, 2024, 2023 and 2022
| · · · · · · · · · · · · | |||||
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| · · · Balance at · · · Additions Charged to · · · · · · Balance at | |||||
| Tax Valuation Allowance: · · Beginning of Year · · Costs and Expenses (a) · · Deduction · · End of Year | |||||
| 2022 | $(10,786) | $(2,741) | $ | - | $(13,527) |
| 2023 | $(13,527) | $(213) | $ | - | $(13,740) |
| 2024 | $(13,740) | $(403) | $ | - | $(14,143) |
| (a) | We record a valuation allowance against a deferred tax asset when it is determined that it is more likely than not that the deferred tax asset will not be realized. |
| (b) | Exhibits: |
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The following exhibits required by Item 601 of Regulation S-K are filed herewith or have been filed previously with the SEC as indicated below:
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| ExhibitNo. | Index to Exhibits | |
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| 2.1 | | Asset Purchase Agreement by and between Merit Medical Systems, Inc. and AngioDynamics, Inc. dated as of June 8, 2023.* |
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| 2.2 | | Asset Purchase Agreement, dated July 1, 2024, by and between Merit Medical Systems, Inc. and Endogastric Solutions, Inc.* |
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| 2.3 | | Asset Purchase Agreement, dated September 16, 2024, by and between Merit Medical Systems, Inc. and Cook Medical Holdings LLC.*# |
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| 3.1 | | Second Amended and Restated Articles of Incorporation.* |
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| 3.2 | | Fourth Amended and Restated Bylaws.* |
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| 4.1 | | Specimen Certificate of the Common Stock.* |
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| 4.2 | | Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. |
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| 10.1 | | Merit Medical Systems, Inc. 2006 Long Term Incentive Plan.*† |
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| 10.2 | | First Amendment to the Merit Medical Systems, Inc. 2006 Long-Term Incentive Plan, dated May 31, 2007.*† |
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| 10.3 | | Lease Agreement, dated as of June 8, 1993, by and between QRS 11-20 (UT), Inc. and Merit Medical Systems, Inc. for office and manufacturing facility.* |
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| 10.4 | | Amended and Restated Deferred Compensation Plan, dated January 1, 2004.*† |
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| 10.5 | | Merit Medical Systems, Inc. Amended and Restated Deferred Compensation Plan, effective January 1, 2008.*† |
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| 10.6 | | Second Amendment to the Merit Medical Systems, Inc. 2006 Long-Term Incentive Plan, made and adopted effective May 31, 2009.*† |
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| 10.7 | | Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, made and adopted effective May 31, 2009.*† |
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| 10.8 | | First Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, effective September 19, 2010.*† |
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| 10.9 | | Second Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated November 29, 2010.*† |
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| 10.10 | | Third Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, effective October 1, 2010.*† |
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| 10.11 | | Fourth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated December 31, 2011.*† |
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| 10.12 | | Fifth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated December 28, 2012.*† |
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| 10.13 | | Sixth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated December 31, 2013.*† |
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| 10.14 | | Seventh Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated June 10, 2014.*† |
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| 10.15 | | Eighth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated December 29, 2014.*† |
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| 10.16 | | Form of Employment Agreement, dated May 26, 2016 between Merit Medical Systems, Inc. and each of the following individuals: Joseph C. Wright, and Brian G. Lloyd.*† |
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| 10.17 | | Third Amendment to the Merit Medical Systems, Inc. 2006 Long-Term Incentive Plan dated February 13, 2015.*† |
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| 10.18 | | Merit Medical Systems, Inc., Restatement of the 1996 Employee Stock Purchase Plan dated July 1, 2000.*† |
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| 10.19 | | First Amendment to the Merit Medical Systems, Inc., 1996 Employee Stock Purchase Plan dated April 1, 2001.*† |
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| 10.20 | | Second Amendment to the Merit Medical Systems, Inc., 1996 Employee Stock Purchase Plan dated January 1, 2006.*† |
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| 10.21 | | Third Amendment to the Merit Medical Systems, Inc., 1996 Employee Stock Purchase Plan dated April 7, 2006.*† |
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| 10.22 | | Fourth Amendment to the Merit Medical Systems, Inc., 1996 Employee Stock Purchase Plan dated February 13, 2015.*† |
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| 10.23 | | Fifth Amendment to the Merit Medical Systems, Inc., 1996 Employee Stock Purchase Plan dated April 15, 2021.*† |
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| 10.24 | | Form of First Amendment to Employment Agreement for each of Joseph C. Wright, and Brian G. Lloyd.*† |
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| 10.25 | | First Amendment to Lease Agreement dated May 22, 2017 for office and manufacturing facility.* |
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| 10.26 | | Merit Medical Systems, Inc. 2018 Long-Term Incentive Plan effective May 24, 2018.*† |
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| 10.27 | | First Amendment to the Merit Medical Systems, Inc. 2018 Long-Term Incentive Plan effective December 14, 2018.*† |
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| 10.28 | | Second Amendment to the Merit Medical Systems, Inc. 2018 Long-Term Incentive Plan effective April 15, 2021.*† |
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| 10.29 | | Employment Agreement made and entered into by and between Merit Medical Systems, Inc. and Raul Parra as of the 1st day of August, 2018.*† |
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| 10.30 | | Merit Medical Systems, Inc. 2019 Executive Bonus Plan, dated January 1, 2019.*† |
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| 10.31 | | Ninth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated August 1, 2016.*† |
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| 10.32 | | Tenth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated January 1, 2017.*† |
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| 10.33 | | Eleventh Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated January 1, 2019.*† |
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| 10.34 | | Twelfth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, dated June 1, 2018.*† |
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| 10.35 | | Third Amended and Restated Credit Agreement entered into by and among Merit Medical Systems, Inc., Wells Fargo Bank National Association and the lenders and subsidiary guarantors named therein, dated July 9, 2019.* |
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| 10.36 | | Thirteenth Amendment to the Second Restatement of the Merit Medical Systems, Inc. 401(k) Profit Sharing Plan, effective January 1, 2019.*† |
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| 10.37 | | First Amendment to the Merit Medical Systems, Inc. 2019 Executive Bonus Plan, effective June 22, 2020.*† |
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| 10.38 | | Settlement Agreement, dated October 13, 2020, by and among the United States of America, acting through the United States Department of Justice and on behalf of the Office of Inspector General (“OIG-HHS”) of the Department of Health and Human Services (“HHS”), and the Defense Health Agency (“DHA”), acting on behalf of the TRICARE Program (collectively, the “United States”); Merit Medical Systems, Inc.; and Charles J. Wolf, M.D. (“Relator”), through their authorized representatives.* |
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| 10.39 | | Corporate Integrity Agreement, dated October 13, 2020, by and between the OIG-HHS and Merit Medical Systems, Inc.* |
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| 10.40 | | Form of Indemnification Agreement, dated October 24, 2020, between Merit Medical Systems, Inc. and each of the following individuals: A. Scott Anderson, F. Ann Millner, Ed. D., Lynne N. Ward, and Thomas J. Gunderson.*† |
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| 10.41 | | Form of Indemnification Agreement, dated October 24, 2020, between Merit Medical Systems, Inc. and each of the following individuals: Lonny J. Carpenter, David K. Floyd, and James T. Hogan.*† |
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| 10.42 | | Form of Indemnification Agreement between Merit Medical Systems, Inc. and each executive officer.*† |
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| 10.43 | | Indemnification Agreement, dated as of June 17, 2021, between Merit Medical Systems, Inc. and Stephen C. Evans.*† |
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| 10.44 | | Form of Indemnification Agreement, dated as of May 19, 2022, between Merit Medical Systems, Inc. and each of Laura Kaiser and Michael McDonnell.*† |
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| 10.45 | | Employment Agreement between Merit Medical Systems, Inc. and Michel J. Voigt, dated December 11, 2020.*† |
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| 10.46 | | Employment Agreement between Merit Medical Systems, Inc. and Neil Peterson, dated May 19, 2022.*† |
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| 10.51 | | Performance Stock Unit Award Agreement (Three Year Performance Period), dated February 26, 2022, by and between Merit Medical Systems, Inc. and Fred Lampropoulos.*† |
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| 10.52 | | Performance Stock Unit Award Agreement (Three Year Performance Period), dated February 26, 2022, by and between Merit Medical Systems, Inc. and Raul Parra.*† |
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| 10.53 | | Form of Performance Stock Unit Award Agreement (Three Year Performance Period), dated February 26, 2022, by and between Merit Medical Systems, Inc. and each of the following individuals: Brian G. Lloyd, Michel J. Voigt, and Joseph C. Wright.*† |
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| 10.54 | | Performance Stock Unit Award Agreement (Three Year Performance Period), dated May 19, 2022, by and between Merit Medical Systems, Inc. and Neil Peterson.*† |
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| 10.56 | | Second Amendment to Lease Agreement dated March 10, 2022, by and between MM (UT) QRS 11-59, Inc. and Merit Medical Systems, Inc. for office and manufacturing facility.* |
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| 10.57 | | Deferred Compensation Plan for Non-Employee Directors, effective as of July 22, 2022.*† |
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| 10.58 | | Performance Stock Unit Award Agreement (Three Year Performance Period), dated February 28, 2023, by and between Merit Medical Systems, Inc. and Fred Lampropoulos.*† |
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| 10.59 | | Form of Performance Stock Unit Award Agreement (Three Year Performance Period), dated February 28, 2023, by and between Merit Medical Systems, Inc. and each of the following individuals: Raul Parra, Neil Peterson, Brian G. Lloyd, Michel J. Voigt, and Joseph C. Wright.*† |
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| 10.60 | | Performance Stock Unit Award Agreement (Three Year Performance Period), dated March 4, 2024, by and between Merit Medical Systems, Inc. and Fred Lampropoulos.*† |
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| 10.61 | | Form of Performance Stock Unit Award Agreement (Three Year Performance Period), dated March 4, 2024, by Merit Medical Systems, Inc. and each of the following individuals: Raul Parra, Neil Peterson, Brian Lloyd and Joe Wright.*† |
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| 10.62 | | Performance Stock Unit Award Agreement (Three Year Performance Period), dated March 4, 2024, by Merit Medical Systems, Inc. and Mike Voigt.*† |
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| 10.63 | | Restricted Stock Unit Award Agreement, dated March 9, 2024, by and between Merit Medical Systems, Inc. and Fred Lampropoulos.*† |
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| 10.64 | | Form of Restricted Stock Unit Award Agreement, dated March 4, 2024, by Merit Medical Systems, Inc. and each of the following individuals: Raul Parra, Neil Peterson, Brian Lloyd and Joe Wright.*† |
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| 10.65 | | Restricted Stock Unit Award Agreement, dated March 8, 2024, by Merit Medical Systems, Inc. and Mike Voigt.*† |
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| 10.66 | | Form of Restricted Stock Unit Award Agreement, dated May 16, 2024, by and between Merit Medical Systems, Inc. and each of the following individuals: Lonny J. Carpenter, Stephen C. Evans, David K. Floyd, Thomas J. Gunderson, Laura S. Kaiser, Michael R. McDonnell, F. Ann Millner, Lynne N. Ward and Silvia M. Perez.*† |
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| 10.67 | | Indemnification Agreement, dated May 15, 2024, between Merit Medical Systems, Inc. and Silvia M. Perez.* |
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| 10.68 | | Separation Agreement and Release of All Claims dated December 16, 2024 betewen Merit Medical Systems, Inc. and Joseph C. Wright.† |
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| 10.69 | | Fourth Amended and Restated Credit Agreement, dated June 6, 2023, by and among Merit Medical Systems, Inc. as Borrower and the Lenders referred to therein, as Lenders, and Wells Fargo Bank, National Association, as Administrative Agent, and Wells Fargo Securities, LLC, BOFA Securities, Inc., HSBC Bank USA, National Association, U.S. Bank National Association and Truist Securities, Inc., as Joint Lead Arrangers and Joint Bookrunners, and Bank of America, N.A., HSBC Bank USA, National Association, U.S Bank National Association and Truist Bank as Co-Syndication Agents and TD Bank, N.A., as Documentation Agent.* |
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| 10.70 | | Amended and Restated Employment Agreement, dated June 8, 2023, by and between Merit Medical Systems, Inc. and Fred P. Lampropoulos.* |
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| 10.71 | | Indenture, dated as of December 8, 2023, among Merit Medical Systems, Inc., and U.S. Bank Trust Company, National Association, as trustee.* |
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| 10.72 | | Form of 3.00% Convertible Senior Note due 2029 (included in Exhibit 10.68).* |
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| 10.73 | | Form of Capped Call Confirmation.* |
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| 10.74 | | First Amendment to the Fourth Amended and Restated Credit Agreement dated December 5, 2023, by and among certain subsidiaries of Merit Medical Systems, Inc., Wells Fargo Bank, National Association, as administrative agent for Lenders, Bank of America, N.A., HSBC Bank USA, National Association, U.S. Bank National Association, Truist Bank, TD Bank, N.A., Huntington National Bank, and Regions Bank. |
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| 10.75 | | Rule 10b5-1 Trading Plan, dated August 7, 2023, between F. Ann Millner and ETRADE Securities LLC. |
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| 10.76 | | Rule 10b5-1 Trading Plan, dated March 11, 2024, between Neil W. Peterson and Morgan Stanley Smith Barney LLC.* |
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| 10.77 | | Rule 10b5-1 Trading Plan, dated March 15, 2024, between Raul Parra and Morgan Stanley Smith Barney LLC.* |
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| 10.78 | | Rule 10b5-1 Trading Plan, dated November 6, 2024, between Neil W. Peterson and Morgan Stanley Smith Barney LLC. |
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| 19.1 | | Corporate Policy on Insider Trading |
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| 21 | | Subsidiaries of Merit Medical Systems, Inc. |
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| 23.1 | | Consent of Independent Registered Public Accounting Firm. |
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| 31.1 | | Certification of Chief Executive Officer. |
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| 31.2 | | Certification of Chief Financial Officer. |
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| 32.1 | | Certification of Chief Executive Officer. |
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| 32.2 | | Certification of Chief Financial Officer. |
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| 97 | | Policy Relating to the Recovery of Erroneously Awarded Compensation.*† |
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| 101 | | The following materials from the Merit Medical Systems, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2024, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Consolidated Statements of Income, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets, (iv) Consolidated Statements of Cash Flows, (v) Consolidated Statements of Equity, and (vi) Notes to Consolidated Financial Statements. |
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| 104 | | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). |
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| * | These exhibits are incorporated herein by reference. |
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| † | Indicates management contract or compensatory plan or arrangement. |
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| # | Portions of this exhibit have been omitted. |
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| (c) | Schedules: |
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None
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