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TELA Bio, Inc.

For the period ended Jun 30, 2026. Filed Aug 11, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 11, 2026

TELA$0.80-7.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 1. Financial Statements

Consolidated Balance Sheets

(In thousands, except share and per share amounts)

​​​​​​​
​ · ​ · June 30, · ​ · December 31,
​ · ​ ​ ​ · 2026 · ​ ​ ​ · 2025
Assets · ​ · ​ · ​ · ​
Current assets: · ​ · ​ · ​ · ​
Cash and cash equivalents​$30,424​$50,845
Accounts receivable, net of allowances of $522 and $287​9,637​10,347
Inventory​11,059​11,016
Prepaid expenses and other current assets​3,371​3,373
Total current assets​54,491​75,581
Property and equipment, net​2,048​2,226
Intangible assets, net​1,169​1,359
Right-of-use assets​1,379​1,502
Other long-term assets​​451​​500
Restricted cash​​200​​250
Total assets​$59,738​$81,418
​​​​​​​
Liabilities and stockholders’ (deficit) equity​​​​
Current liabilities:​​​​
Accounts payable​$2,883​$2,309
Accrued expenses and other current liabilities​15,335​15,666
Total current liabilities​18,218​17,975
Long‑term debt​​56,081​​55,653
Other long‑term liabilities​1,305​1,477
Total liabilities​75,604​75,105
​​​​​​​
Stockholders’ (deficit) equity:​​​​
Preferred stock; $0.001 par value: 10,000,000 shares authorized; no shares issued and outstanding​​—​​—
Common stock; $0.001 par value: 200,000,000 shares authorized; 44,833,942 and 44,538,264 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively​45​44
Additional paid-in capital​​405,101​​403,739
Accumulated other comprehensive income​84​91
Accumulated deficit​(421,096)​(397,561)
Total stockholders’ (deficit) equity​(15,866)​6,313
Total liabilities and stockholders’ (deficit) equity​$59,738​$81,418

Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except share and per share amounts)

​​​​​​​​​​​​​
​ · ​ · Three months ended June 30, · ​ · Six months ended June 30,
​ · ​ · 2026 · ​ ​ ​ · 2025 · ​ ​ ​ · 2026 · ​ ​ ​ · 2025
Revenue​$19,291​$20,197​$38,350​$38,717
Cost of revenue (excluding amortization of intangible assets)​5,253​5,997​11,697​11,910
Amortization of intangible assets​95​95​190​190
Gross profit​13,943​14,105​26,463​26,617
Operating expenses:​​​​​​​​
Sales and marketing​16,442​16,857​32,979​33,465
General and administrative​4,061​4,126​8,227​7,962
Research and development​2,723​2,203​5,066​4,743
Total operating expenses​23,226​23,186​46,272​46,170
Loss from operations​(9,283)​(9,081)​(19,809)​(19,553)
Other (expense) income:​​​​​​​​
Interest expense​(2,076)​(1,188)​(4,129)​(2,407)
Other income​157​379​523​858
Total other expense, net​(1,919)​(809)​(3,606)​(1,549)
Loss before income tax expense​​(11,202)​​(9,890)​​(23,415)​​(21,102)
Income tax expense​​(60)​​(33)​​(120)​​(85)
Net loss​$(11,262)​$(9,923)​$(23,535)​$(21,187)
Net loss per common share, basic and diluted​$(0.20)​$(0.22)​$(0.41)​$(0.47)
Weighted average common shares outstanding, basic and diluted​57,414,360​45,365,325​57,335,875​45,316,444
Comprehensive loss:​​​​​​​​
Net loss​$(11,262)​$(9,923)​$(23,535)​$(21,187)
Foreign currency translation adjustment​(1)​2​(7)​3
Comprehensive loss​$(11,263)​$(9,921)​$(23,542)​$(21,184)

Consolidated Statements of Stockholders’ (Deficit) Equity

Three and Six Months Ended June 30, 2026

(In thousands, except share amounts)

​​​​​​​​​​​​​​​​​​
​ · ​ ​ ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ · Accumulated · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · Additional · ​ · other · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Common stock · ​ · paid‑in · ​ · comprehensive · ​ · Accumulated · ​ · ​ · ​
​ · ​ ​ ​ · Shares · ​ ​ ​ · Amount · ​ ​ ​ · capital · ​ ​ ​ · income · ​ ​ ​ · deficit · ​ ​ ​ · Total
Balance at April 1, 202644,765,928​$45​$404,503​$85​$(409,834)​$(5,201)
Vesting of restricted stock units84,167​—​—​—​—​—
Shares withheld for employee taxes​(16,153)​​—​​(15)​​—​​—​​(15)
Foreign currency translation adjustment—​—​—​(1)​—​(1)
Stock‑based compensation expense—​—​613​—​—​613
Net loss—​—​—​—​(11,262)​(11,262)
Balance at June 30, 202644,833,942​$45​$405,101​$84​$(421,096)​$(15,866)
​​​​​​​​​​​​​​​​​​
​ · ​ ​ ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Accumulated · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · Additional · ​ · other · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Common stock · ​ · paid‑in · ​ · comprehensive · ​ · Accumulated · ​ · ​ · ​
​ · ​ ​ ​ · Shares · ​ ​ ​ · Amount · ​ ​ ​ · capital · ​ ​ ​ · income · ​ ​ ​ · deficit · ​ ​ ​ · Total
Balance at January 1, 2026​44,538,264​$44​$403,739​$91​$(397,561)​$6,313
Vesting of restricted stock units389,445​1​—​—​—​1
Issuance of common stock under the employee stock purchase plan​32,142​​—​​27​​—​​—​​27
Shares withheld for employee taxes​(125,909)​​—​​(94)​​—​​—​​(94)
Foreign currency translation adjustment—​—​—​(7)​—​​(7)
Stock‑based compensation expense—​—​1,429​—​—​1,429
Net loss—​—​—​—​(23,535)​(23,535)
Balance at June 30, 202644,833,942​$45​$405,101​$84​$(421,096)​$(15,866)

Consolidated Statements of Stockholders’ (Deficit) Equity

Three and Six Months Ended June 30, 2025

(In thousands, except share amounts)

​​​​​​​​​​​​​​​​​​
​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · ​ · ​ · ​ ​ ​ · Accumulated · ​ · ​ · ​ · ​ ​ ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · Additional · ​ · other · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Common stock · ​ · paid‑in · ​ · comprehensive · ​ · Accumulated · ​ · ​ · ​
​ · ​ ​ ​ · Shares · ​ ​ ​ · Amount · ​ ​ ​ · capital · ​ ​ ​ · income · ​ · deficit · ​ ​ ​ · Total
Balance at April 1, 202539,554,771​$40​$387,986​$91​$(369,994)​$18,123
Vesting of restricted stock units and exercise of stock options32,731​—​—​​—​—​—
Shares withheld for employee taxes​(3,324)​​—​​(3)​​—​​—​​(3)
Foreign currency translation adjustment​—​​—​​—​​2​​—​​2
Stock‑based compensation expense—​—​985​​—​—​985
Net loss—​—​—​​—​(9,923)​(9,923)
Balance at June 30, 202539,584,178​$40​$388,968​$93​$(379,917)​$9,184
​​​​​​​​​​​​​​​​​​
​​​​​​​​​​​​​​​​​​
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Accumulated · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · Additional · ​ · other · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Common stock · ​ · paid‑in · ​ · comprehensive · ​ · Accumulated · ​ · ​ · ​
​ · ​ ​ ​ · Shares · ​ ​ ​ · Amount · ​ ​ ​ · capital · ​ ​ ​ · income · ​ · deficit · ​ ​ ​ · Total
Balance at January 1, 202539,395,712​$39​$387,059​$90​$(358,730)​$28,458
Vesting of restricted stock units and exercise of stock options231,011​1​—​—​—​1
Issuance of common stock under the employee stock purchase plan​27,318​​—​​60​​—​​—​​60
Shares withheld for employee taxes​(69,863)​​—​​(180)​​—​​—​​(180)
Foreign currency translation adjustment​—​​—​​—​​3​​—​​3
Stock‑based compensation expense—​—​2,029​—​—​2,029
Net loss—​—​—​—​(21,187)​(21,187)
Balance at June 30, 202539,584,178​$40​$388,968​$93​$(379,917)​$9,184

Consolidated Statements of Cash Flows

(In thousands)

​​​​​​​
​ · ​ · Six months ended June 30,
​ · ​ ​ ​ · 2026 · ​ · 2025
Cash flows from operating activities:​​​​​​
Net loss​$(23,535)​$(21,187)
Adjustments to reconcile net loss to net cash used in operating activities:​​​​​​
Depreciation expense​340​347
Noncash interest expense​478​260
Amortization of intangible assets​190​190
Net changes in operating lease ROU assets and liabilities​​(43)​​(52)
Inventory excess and obsolescence charge​1,233​910
Stock‑based compensation expense​1,429​2,029
Income tax expense​​120​​85
Loss on disposal of fixed assets​​18​​—
Change in operating assets and liabilities:​​​​​​
Accounts receivable, net​682​(935)
Inventory​(1,296)​610
Prepaid expenses and other current and long-term assets​(607)​14
Accounts payable​579​(448)
Accrued expenses and other current and long-term liabilities​(180)​464
Foreign currency transaction loss​​41​​83
Net cash used in operating activities​(20,551)​(17,630)
Cash flows from investing activities:​​​​​​
Purchase of property and equipment​(178)​(146)
Proceeds from the sale of product line​​607​​488
Net cash provided by investing activities​429​342
Cash flows from financing activities:​​​​​​
Payment of accrued offering costs​​(247)​​—
Vesting of restricted stock units​1​1
Payment of withholding taxes related to stock-based compensation to employees​​(94)​​(180)
Proceeds from issuance of common stock under the employee stock purchase plan​​27​​60
Net cash used in financing activities​(313)​(119)
Effect of exchange rate on cash and cash equivalents​(36)​(286)
Net decrease in cash and cash equivalents and restricted cash​(20,471)​(17,693)
Cash and cash equivalents and restricted cash, beginning of period​51,095​52,935
Cash and cash equivalents and restricted cash, end of period​$30,624​$35,242
Supplemental disclosure of cash flow information:​​​​​​
Cash paid during the period for interest​$3,651​$2,667
Supplemental disclosures of noncash investing and financing activities:​​​​​​
Property and equipment in accounts payable and accrued expenses and other current liabilities​$2​$26

Notes to Unaudited Interim Consolidated Financial Statements

(1) Background

TELA Bio, Inc. (the “Company”) was incorporated in the state of Delaware on April 17, 2012 and wholly owns TELA Bio Limited, a company incorporated in the United Kingdom and is the ultimate parent of TELA Bio GmbH, a company incorporated in Germany through TELA Bio Limited. The Company is a commercial-stage medical technology company focused on providing innovative soft-tissue reconstruction solutions that optimize clinical outcomes by prioritizing the preservation and restoration of the patient’s own anatomy. OviTex Reinforced Tissue Matrix (“OviTex”), the Company’s first portfolio of products, addresses unmet needs in hernia repair and abdominal wall reconstruction by combining the benefits of biologic matrices and polymer materials while minimizing their shortcomings, at a cost-effective price. OviTex PRS Reinforced Tissue Matrix (“OviTex PRS”), the Company’s second portfolio of products, addresses unmet needs in plastic and reconstructive surgery. The Company’s principal corporate office and research facility is located in Malvern, Pennsylvania.

(2) Risks and Liquidity

The operations of the Company are subject to certain risks and uncertainties including, among others, the uncertainty of product development, the impact of macroeconomic conditions, including, general economic uncertainty, inflationary pressures and the measures undertaken by various governments to address them, banking instability, monetary policy changes, changes in trade policies (including tariffs and trade protection measures that have been or may in the future be imposed by the U.S. or other countries), geopolitical tensions or the outbreak of hostilities or war, cybersecurity events affecting or disrupting normal hospital operations, constraints on the supply of critical surgical and hospital supplies necessary to facilitate the surgical procedures in which the Company’s products are utilized, technological uncertainty, commercial acceptance of any developed products, alternative competing technologies, dependence on collaborative partners, uncertainty regarding patents and proprietary rights, comprehensive government regulations, and dependence on key personnel.

(3) Going Concern

The Company’s operations to date have focused on commercializing products, developing and acquiring technology and assets, business planning, raising capital and organization and staffing. The Company has incurred recurring losses and negative cash flows from operations since inception and has an accumulated deficit of $421.1 million as of June 30, 2026. The Company anticipates incurring additional losses until such time, if ever, it can generate sufficient revenue from its products to cover its expenses.

Management has evaluated the Company's ability to continue as a going concern for the twelve-month period following the issuance date of these consolidated financial statements. The Company’s Credit Agreement with Perceptive (see Note 6, "Long-Term Debt") requires compliance with certain financial covenants, including minimum revenue and liquidity thresholds. Although the Company was in compliance with these covenants as of June 30, 2026, management's current forecasts indicate it is probable that the Company will not achieve the minimum revenue threshold required under the Credit Agreement during the twelve-month period following the issuance of these consolidated financial statements. If the Company fails to satisfy the applicable covenant requirements and does not obtain a waiver or amendment from Perceptive, the lender could declare an event of default and accelerate repayment of all outstanding principal and accrued interest under the Credit Agreement. The Company does not expect to have sufficient liquidity to repay such obligations if repayment were accelerated.

In addition, projected compliance with the liquidity covenant is sensitive to changes in the assumptions of our operating forecast. The Company’s ability to maintain compliance with the liquidity covenant is dependent on its ability to grow revenue and manage its costs. The Company’s current operating plan includes measures to reduce our operating expenses. Inability to do so may result in an event of default in future periods.

These conditions and events raise substantial doubt about the Company's ability to continue as a going concern within one year after the date these consolidated financial statements are issued.

To address these conditions, management is evaluating and pursuing various actions, including seeking a waiver of, or amendment to, the applicable covenant requirements under the Credit Agreement, pursuing strategic initiatives intended to increase revenues, and implementing measures designed to reduce operating expenses. While management believes that such measures can be implemented, such actions would not eliminate the risk of noncompliance with the revenue covenant. In addition, the Company's ability to achieve the level of revenue growth necessary to comply with the covenant is dependent on future operating performance and other factors that are not entirely within management's control. Accordingly, management has concluded that substantial doubt exists about the Company's ability to continue as a going concern within one year after the date these consolidated financial statements are issued.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern and do not include any adjustments that might result from the outcome of this uncertainty.

(4) Summary of Significant Accounting Policies

The Company’s complete summary of significant accounting policies can be found in “Note 3, Summary of Significant Accounting Policies” in the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. Any reference in these notes to applicable guidance is meant to refer to generally accepted accounting principles (“GAAP”) in the U.S. as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) promulgated by the Financial Accounting Standards Board (“FASB”).

Interim Financial Statements

The accompanying unaudited interim consolidated financial statements have been prepared from the books and records of the Company in accordance with GAAP for interim financial information and Rule 10-01 of Regulation S-X promulgated by the Securities and Exchange Commission (“SEC”), which permits reduced disclosures for interim periods. All adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the accompanying consolidated balance sheets and statements of operations and comprehensive loss, stockholders’(deficit) equity and cash flows have been made. Although these interim consolidated financial statements do not include all of the information and footnotes required for complete annual consolidated financial statements, management believes the disclosures are adequate to make the information presented not misleading. The unaudited interim results of operations and cash flows are not necessarily indicative of the results that may be expected for the full year. The unaudited interim consolidated financial statements and footnotes should be read in conjunction with the consolidated financial statements and footnotes included in the Annual Report on Form 10-K for the year ended December 31, 2025.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and contingent liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The most significant judgments are employed in estimates used to determine the recoverability of the carrying value of the Company’s inventory. As future events and their effects cannot be determined with precision, actual results may differ significantly from these estimates.

Segments

Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources in assessing performance. The Company hasone reportable segment which is focused on providing innovative soft-tissue reconstruction solutions that optimize clinical outcomes by prioritizing the preservation and restoration of the patient’s own anatomy. The Company’s chief operating decision maker (“CODM”) is the chief executive officer.

The accounting policies of the Company’s segment are the same as those described in the summary of significant accounting policies. The CODM uses budget to actual forecasts and net income in assessing entity-wide operating results

and deciding how to invest in the Company. The CODM is regularly provided with net loss and consolidated assets, which are reported on the consolidated statement of operations and comprehensive loss and consolidated balance sheet, respectively.

The tables below summarizes the items included within net loss regularly provided to the CODM:

​​​​​​​​​​​​
​ · Three months ended June 30, · ​ · Six months ended June 30,
​ · 2026 · ​ · 2025 · ​ · 2026 · ​ · 2025
Revenue$19,291​$20,197​$38,350​$38,717
Cost of revenue (excluding amortization of intangible assets)5,253​5,997​11,697​11,910
Amortization of intangible assets95​95​190​190
Gross profit13,943​14,105​26,463​26,617
Sales and marketing:​​​​​​​
Sales and sales management10,165​11,216​20,961​22,830
International2,062​1,451​4,021​2,808
Other sales and marketing (a)4,215​4,190​7,997​7,827
Total sales and marketing16,442​16,857​32,979​33,465
General and Administrative:​​​​​​​
Finance and Legal​1,996​​1,968​​4,022​​3,919
Other general and administrative (b)2,065​2,158​4,205​4,043
Total general and administrative4,061​4,126​8,227​7,962
Research and Development:​​​​​​​​​​​
Clinical​1,164​​872​​2,223​​1,780
Regulatory and quality547​​427​1,087​​867
Other research and development (c)​1,012​​904​​1,756​​2,096
Total research and development​2,723​​2,203​​5,066​​4,743
Other segment items (d)​(1,979)​​(842)​​(3,726)​​(1,634)
Net loss$(11,262)​$(9,923)​$(23,535)​$(21,187)
​​​​​​​​​​​​
(a) Other sales and marketing includes strategy, analytics and allocated facility expenses.
(b) Other general and administrative includes executive, human resources, information technology and allocated facility expenses.
(c) Other research and development includes engineering and allocated facility expenses.
(d) Other segment items include other operating income and other expenses as disclosed in the consolidated statements of operations and comprehensive loss; interest expense, loss on extinguishment of debt, other income and income tax expense.

Restricted Cash

Restricted cash represents an amount held in an escrow deposit account, collateralizing a letter of credit for the Company’s office lease.

The following table presents a reconciliation of all captions of cash and cash equivalents and restricted cash reported on the balance sheets that sum to the total of those same amounts shown in the statements of cash flows.

​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · June 30,
​​ ​ ​2026​ ​ ​2025
Cash and cash equivalents​$30,424​$34,977
Restricted cash​200​265
Total cash and cash equivalents and restricted cash shown in statements of cash flows​$30,624​$35,242

Revenue Recognition

Under ASC Topic 606,Revenue from Contracts with Customers, (“ASC 606”), an entity recognizes revenue when its customer obtains control of the promised good, in an amount that reflects the consideration that the entity expects to be entitled in exchange for those goods. The Company performs the following five steps to recognize revenue under ASC 606: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only recognizes revenue when it is probable that it will collect the consideration to which it is entitled in exchange for the goods or services that will be transferred to the customer.

A significant portion of the Company’s revenue is generated from product shipped to a customer or from consigned inventory maintained at hospitals or other surgical facilities. Revenue from the sale of consigned products is recognized when control is transferred to the customer, which occurs at the time the product is used in a surgical procedure. For product that is not held on consignment, the Company recognizes revenue when control transfers to the customer which occurs at the time the product is shipped or delivered. For all of the Company’s customer contracts, the only identified performance obligation is providing the product to the customer.

Revenue is recognized at the estimated net sales price, which includes estimates of variable consideration. The Company enters into contracts with certain third-party payors for the payment of rebates with respect to the utilization of its products. These rebates are primarily based on contractual percentages. The Company estimates and records these rebates in the same period the related revenue is recognized, resulting in a reduction of product revenue.

Payment terms with customers do not exceed one year and, therefore, the Company does not account for a financing component in these arrangements. There areno incremental costs of obtaining a contract that would rise to or enhance an asset other than product costs, which are a component of inventory. The Company expenses incremental costs of obtaining a contract with a customer (e.g., sales commissions) when incurred as the period of benefit is less than one year. Fees charged to customers for shipping are recognized as revenue.

The following table presents revenue disaggregated by the Company’s portfolio of products (in thousands):

​​​​​​​​​​​​​
​ · ​ · Three months ended June 30, · ​ · Six months ended June 30,
​ · ​ · 2026 · ​ · 2025 · ​ · 2026 · ​ · 2025
OviTex​$13,308​$12,487​$25,927​$24,596
OviTex PRS​​5,460​​7,333​​11,341​​13,377
Other​​523​​377​​1,082​​744
Total revenue​$19,291​$20,197​$38,350​$38,717

Sales outside of the U.S. were $3.8 million and $3.0 million, respectively, for the three months ended June 30, 2026 and 2025 and $7.5 million and $5.6 million, respectively, for the six months ended June 30, 2026 and 2025. Sales within the U.S. were $15.5 million and $17.2 million, respectively, for the three months ended June 30, 2026 and 2025 and $30.8 million and $33.1 million, respectively, for the six months ended June 30, 2026 and 2025.

Fair Value of Financial Instruments

Fair value is the price that could be received to sell an asset or paid to transfer a liability in an orderly transaction among market participants. Fair value determination in accordance with applicable accounting guidance requires that several significant judgments be made. Additionally, fair value is used on a nonrecurring basis to evaluate assets for impairment or as required for disclosure purposes by applicable accounting guidance on disclosures about fair value of financial

instruments. Depending on the nature of the assets and liabilities, various valuation techniques and assumptions are used when estimating fair value. The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, other assets, and accounts payable are shown at cost, which approximates fair value due to the short-term nature of these instruments. The carrying amounts of the Perceptive Term Loan Facility (as later defined) approximates fair value due to its variable interest rate.

The Company follows the provisions of ASC Topic 820,Fair Value Measurement, for financial assets and liabilities measured on a recurring basis. The guidance requires fair value measurements be classified and disclosed in one of the following three categories:

●Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
●Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liabilities.
●Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

The following fair value hierarchy table presents information about each major category of the Company’s financial assets and liabilities measured at fair value on a recurring basis (in thousands):

​​​​​​​​​​
​ · ​ · Fair value measurement at reporting date using
​ · ​ · Quoted prices in · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · active markets · ​ · Significant other · ​ · Significant
​ · ​ · for identical · ​ · observable · ​ · unobservable
​ · ​ · assets · ​ · inputs · ​ · inputs
​ · ​ ​ ​ · (Level 1) · ​ ​ ​ · (Level 2) · ​ ​ ​ · (Level 3)
June 30, 2026:​​​​​​​​​
Cash equivalents – money market fund​$29,279​$—​$—
​​​​​​​​​​
December 31, 2025:​​​​​​​​​
Cash equivalents – money market fund​$47,068​$—​$—

Net Loss per Common Share

Basic and diluted net loss per common share is determined by dividing net loss by the weighted-average shares of common stock outstanding during the reporting period. In periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share since dilutive shares are not assumed to have been issued if their effect is antidilutive. Therefore, the weighted-average shares used to calculate both basic and diluted net loss per share are the same.

The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares outstanding for the periods presented, as they would be antidilutive.

​​​​​
​ · ​ · Six months ended June 30,
​​2026​2025
Stock options​3,485,3512,817,979
Unvested restricted stock units​2,015,615​1,359,116
Common stock warrants​88,556​88,556
Common stock warrants issued with credit agreement​2,000,000​—
Total7,589,5224,265,651

Due to their nominal exercise price of $0.0001 per share, all outstanding pre-funded warrants are considered common stock equivalents and are included in the calculation of weighted-average shares of common stock outstanding from the respective closing dates.

Recently Issued Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03,Disaggregation of Income Statement Expenses. ASU 2024-03 requires additional disclosure of specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The requirements will be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact that the adoption of ASU 2024-03 will have on its consolidated financial statements and disclosures.

In September 2025, the FASB issued ASU 2025-06,Targeted Improvements to the Accounting for Internal-use Software. The new guidance eliminates project stages and requires capitalizing software costs to begin when (1) management has authorized and committed to funding the software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended. When evaluating if a project is probable to be completed, significant development uncertainty must be assessed. Additionally, disclosures for property, plant and equipment will be required for all capitalized software costs. The guidance is effective in the first quarter of 2028 with early adoption permitted as of the beginning of an annual reporting period. Upon adoption, the guidance may be applied prospectively, retrospectively or using a modified transition approach. The Company is currently evaluating the expected impact that the standard could have on its consolidated financial statements and related disclosures.

(5) Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):

​​​​​​​
​ · ​ · June 30, · ​ · December 31,
​ · ​ ​ ​ · 2026 · ​ ​ ​ · 2025
Compensation and related benefits​$7,164​$7,096
Third-party and professional fees​3,643​3,525
Amounts due to contract manufacturer​​2,678​​3,058
Current portion of operating lease liabilities​​530​​524
Research and development expenses​​95​​27
Income/sales tax payable​​862​​725
Other​363​711
Total accrued expenses and other current liabilities​$15,335​$15,666

(6) Long-term Debt

Long-term debt consisted of the following (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​
​​June 30,​December 31,
​​ ​ ​2026​ ​ ​2025
Perceptive term loan​$60,000​$60,000
Unamortized issuance costs​(3,919)​(4,347)
Long-term debt​$56,081​$55,653

Perceptive Term Loan

On November 13, 2025, the Company entered into a Credit Agreement and Guaranty (the “Credit Agreement”) with Perceptive Credit Holdings V, LP, as lender and administrative agent (“Perceptive”), which provides for a senior secured term loan facility in an aggregate principal amount of up to $70.0 million (the “Perceptive Term Loan Facility”). An initial loan in an aggregate principal amount of $60.0 million (the “Initial Loan”) was funded under the Perceptive Term Loan Facility on November 14, 2025 (the “Closing Date”). In addition to the Initial Loan, the Perceptive Term Loan Facility includes an additional delayed draw loan in an aggregate principal amount of $10.0 million to be available in a single drawing after the Closing Date on or prior to the Delayed Draw Commitment Termination Date (as defined in the Credit Agreement but not later than April 30, 2027) (the “Delayed Draw Loan,” together with the Initial Loan, the “Loans”), which will be accessible by the Company contingent on it achieving specified net revenue thresholds and satisfying certain customary conditions precedent. The Perceptive Term Loan Facility has a maturity date of November 14, 2030 (the “Maturity Date”).

The Perceptive Term Loan Facility will accrue interest at an annual rate equal to the sum of (a) an applicable margin of 7.85% (the “Applicable Margin”) plus (b) the greater of (i) the Reference Rate (as defined in the Credit Agreement) and (ii) four and one quarter percent (4.25%). Accrued interest on the Term Loans is payable monthly in arrears. Upon an Event of Default (as defined in the Credit Agreement), the Applicable Margin will automatically increase by an additional 3.00% per annum.

Prior to the Maturity Date, there will be no scheduled principal payments under the Perceptive Term Loan Facility. On the Maturity Date, the Company is required to pay Perceptive the aggregate outstanding principal amount of the Loans and all accrued and unpaid interest thereon. The Term Loans may be prepaid at any time, subject to a prepayment premium equal to 2% to 10% of the aggregate outstanding principal amount being prepaid, depending on the date of prepayment.

In connection with the Credit Agreement, the Company also entered into a Security Agreement (the “Security Agreement”), dated as of the Signing Date, with Perceptive, pursuant to which all of its obligations under the Credit Agreement are secured by a first lien perfected security interest on substantially all of its existing and after-acquired assets, subject to customary exceptions.

In addition, on the Closing Date, as consideration for the Credit Agreement, the Company issued to Perceptive warrants to purchase up to 2,000,000 shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), with an exercise price of $1.11 (the “Initial Loan Warrants”). Additionally, if the Delayed Draw Loan is drawn upon, the Company will be required to issue to Perceptive additional warrants to purchase up to 333,333 shares of its Common Stock, with an exercise price of $1.11 (the “DDL Warrants” and, together with the Initial Loan Warrants, the “Warrants”).

The Warrants have an expiration date of November 14, 2035 and may be exercised on a cashless or “net” basis. The Warrants are freely transferable and will be automatically exercised, on a cashless basis, prior to their expiration if the value of the underlying shares is greater than the then-applicable exercise price. The exercise price described herein is subject to adjustment for certain recapitalization events, as further described in the Warrants. Pursuant to the Warrants,

the Company has granted Perceptive certain resale registration rights in respect of the Warrant Shares. The Company determined that the Warrants were equity classified and therefore allocated the proceeds received between the debt and warrants based on their relative fair values. The amount allocated to the Warrants, or $1.4 million, was treated as an additional debt issuance cost. None of the Warrants have been exercised as of June 30, 2026.

The Credit Agreement contains certain representations and warranties, affirmative covenants, negative covenants, financial covenants, and conditions that are customarily required for similar financings. The affirmative covenants, among other things, require the Company to undertake various reporting and notice requirements, maintain insurance and maintain in full force and effect all Regulatory Approvals, Material Agreements, Intellectual Property (each as defined in the Credit Agreement) and other rights, interests or assets (whether tangible or intangible) reasonably necessary for the operations of its business. The negative covenants restrict or limit the Company’s ability to, among other things and subject to certain exceptions contained in the Credit Agreement, incur new indebtedness; create liens on assets; engage in certain fundamental corporate changes, such as mergers or acquisitions, or changes to the Company’s business activities; make certain Investments or Restricted Payments (each as defined in the Credit Agreement); change the Company’s fiscal year; pay dividends; repay other certain indebtedness; engage in certain affiliate transactions; or enter into, amend or terminate any other agreements that has the impact of restricting the Company’s ability to make loan repayments under the Credit Agreement. In addition, the Company must (i) at all times prior to the Maturity Date, maintain minimum Liquidity (as defined in the Credit Agreement) of $5.0 million and (ii) as of each quarterly calculation date set forth in the Credit Agreement, maintain revenue that is not less than the amounts specified in the Credit Agreement. The Credit Agreement also contains certain customary Events of Default which include, among others, non-payment of principal, interest, or fees, violation of covenants, inaccuracy of representations and warranties, bankruptcy and insolvency events, material judgments, cross-defaults to material contracts, certain regulatory-related events and events constituting a change of control. The occurrence of an Event of Default could result in, among other things, the declaration that all outstanding principal and interest under the Perceptive Term Loan Facility are immediately due and payable in whole or in part.

Interest expense associated with the Perceptive Credit Agreement recorded for the three months ended June 30, 2026 was $2.1 million, of which $0.2 million was related to the amortization of debt issuance costs. Interest expense for the six months ended June 30, 2026 was $4.1 million, of which $0.5 million was related to the amortization of debt issuance costs.

MidCap Term Loan

On May 26, 2022, the Company entered into the Credit and Security Agreement (the “MidCap Credit Agreement”) with MidCap Financial Trust (“MidCap”), as agent, and certain lender parties thereto. The MidCap Credit Agreement consisted of $40.0 million in a term loan. On November 14, 2025, the Company closed on a credit facility from Perceptive and upon closing used a portion of the proceeds to repay all borrowings under the MidCap Credit Agreement.

The MidCap term loan bore interest at a rate equal to 6.25% plus the greater of one-month Term SOFR (as defined in the MidCap Credit Agreement) or 1.0%. Interest expense associated with the MidCap Credit Facility recorded for the three months ended June 30, 2025 was $1.2 million, of which $0.1 million, was related to the amortization of debt issuance costs. Interest expense for the six months ended June 30, 2025 was $2.4 million, of which $0.3 million was related to the amortization of debt issuance costs.

(7) Stockholders’ Equity

In November 2023, the Company entered into an Equity Distribution Agreement (the “Equity Agreement”) with Piper Sandler & Co, (“Piper”) in connection with the establishment of an at-the-market offering program under which the Company may sell shares of its common stock, from time to time through Piper as sales agent, in an initial amount of up to $50.0 million. No sales have been made under the Equity Agreement since its inception.

Warrants

The Company had the following warrants outstanding to purchase common stock at June 30, 2026:

​​​​​​​​
​​​​​Exercise​Expiration
​​ ​ ​Outstanding​​ ​ ​price​ ​ ​dates
Common stock warrants8,379​$28.652028
Common stock warrants80,177​28.652027
Common stock warrants issued with credit agreement​2,000,000​​1.11​2035
Pre-funded common stock warrants​12,623,000​​0.0001​NA
​14,711,556​​​​​

The following table summarizes warrant activity:

​​​
​​Number of
​​ ​ ​warrants
Outstanding at January 1, 2026​14,711,556
Granted​—
Exercised​—
Canceled/forfeited​—
Outstanding at June 30, 2026​14,711,556

(8) Sale of Product Line

In March 2024, the Company entered into an Asset Purchase Agreement (“APA”) with MiMedx Group, Inc. (“MDXG”) to sell certain assets (the “Transaction”) related to NIVIS Fibrillar Collagen Pack Device (“NIVIS”). These assets mainly included the Company’s existing inventory of NIVIS, with a net carrying value of $0.8 million, and certain intellectual property rights to sell NIVIS, withno carrying value. MDXG assumed the Company’s existing supply agreements, including the minimum obligations for NIVIS that the Company entered into in 2022 ahead of the initial sales of NIVIS. In exchange for entering into the Transaction, the Company received an initial $5.0 million upfront payment and is entitled to receive future revenue-sharing payments based on the net sales of NIVIS (now marketed as HELIOGEN) during the first two years following its launch by MDXG, which revenue-sharing payments would range from a minimum of$3.0 million to a maximum of $7.0 million in the aggregate. In addition, $0.4 million of consideration was received for existing NIVIS inventory on-hand. Any consideration in excess of $3.0 million up to $7.0 million is considered variable consideration that is fully constrained.

The Company accounted for the Transaction as a sale of a nonfinancial asset group in accordance with ASC 610-20 and followed the principles of ASC 606 to determine the consideration of $8.4 million related to the Transaction which includes the consideration for the existing inventory. The Company transferred control of the nonfinancial asset group in March 2024 and upon closing recognized a gain of $7.6 million in the consolidated statement of operations and comprehensive loss during the three months ended March 31, 2024. The $8.4 million transaction price included the minimum revenue-share payment of $3.0 million, which was recorded as a receivable when the deal closed. Revenue-share payments commenced after the third quarter of 2024 and $2.0 million of this amount had been collected as of June 30, 2026. The remaining receivable of $1.0 million is recorded in prepaid expenses and other assets in the consolidated balance sheet at June 30, 2026. At each reporting date, the Company assesses the constraint of variable consideration and records increases in the transaction price in the period that the estimate of variable consideration changes. For the three and six months ended June 30, 2026 and 2025, no changes were made to the variable consideration.

(9) Stock-Based Compensation

The Company hastwo equity incentive plans: the 2012 Stock Incentive Plan and the Amended and Restated 2019 Equity Incentive Plan (the “Plan”). On April 8, 2026, the Company’s board of directors approved an amendment to the Plan to increase the number of authorized shares issuable under the Plan by 3,500,000 shares. This amendment was approved by the Company’s stockholders on June 9, 2026 at the 2026 Annual Meeting. New awards can only be granted under the Plan. At June 30, 2026,5,294,404 shares of common stock were available for future issuances under the Plan. The Plan provides for the grant of incentive stock options, nonqualified stock options, restricted stock awards, restricted stock units and/or stock appreciation rights to employees, directors, and other persons, as determined by the Company’s board of directors. The Company estimates forfeitures that it expects will occur and adjusts expense for actual forfeitures in the periods they occur.

The Company measures employee and nonemployee stock-based awards at grant-date fair value and records compensation expense ratably over the vesting period of the award. The Company recorded stock-based compensation

expense in the following expense categories of the accompanying consolidated statements of operations and comprehensive loss (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Three months ended June 30, · ​ · Six months ended June 30,
​ · ​ ​ ​ · 2026 · ​ ​ ​ · 2025 · ​ · 2026 · ​ · 2025 · ​
Sales and marketing​$147​$296​$431​$580​
General and administrative​​397​596​853​1,207​
Research and development​69​93​145​242​
Total stock‑based compensation​$613​$985​$1,429​$2,029​

Stock Options

The Company’s stock options vest based on the terms in each award agreement and generally vest over four years and have a term of 10 years.

The following table summarizes stock option activity:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · ​ · ​ · ​ · Weighted
​ · ​ · ​ · ​ · ​ · ​ · ​ · average
​​​​Weighted​remaining
​​Number of​average exercise​contractual term
​​ ​ ​shares​ ​ ​price per share​ ​ ​(years)
Outstanding at January 1, 2026​2,672,859​$8.62​​
Granted1,134,960​0.81​
Exercised—​—​
Canceled/forfeited(322,468)​4.96​
Outstanding at June 30, 20263,485,351​$6.416.55
Vested and expected to vest at June 30, 20263,367,113​$6.596.46
Exercisable at June 30, 20261,916,863​$10.304.33

Included in outstanding options at June 30, 2026 were 317,553 stock options granted outside of the Plan. These grants were made pursuant to the Nasdaq inducement grant exception in accordance with Nasdaq listing rule 5635(c)(4). At June 30, 2026, the aggregate intrinsic value of outstanding options was $16,740 and exercisable options was $0.

The weighted average grant-date fair value per share of options granted was $0.52 during the six months ended June 30, 2026. The aggregate intrinsic value of options exercised was $0 for the six months ended June 30, 2026. At June 30, 2026, the total unrecognized compensation expense related to unvested employee and nonemployee stock option awards was $1.6 million, which is expected to be recognized in expense over a weighted-average period of approximately 2.8 years.

The fair value of each option was estimated on the date of grant using the Black-Scholes option pricing model and the weighted average assumptions in the table below:

​ · ​ · ​ · ​
​ · ​ · Six months ended June 30, · ​
​ · ​ ​ ​ · 2026 · ​
Expected dividend yield—​
Expected volatility69.2%
Risk‑free interest rate3.89%
Expected term (in years)5.96​

Restricted Stock Units

The Company has issued service-based and performance-based restricted stock units (“RSUs”). Vesting of the service-based RSUs is based on the terms in each award agreement and is generally over four years. Vesting of the performance-based RSUs is subject to continued service through 2026 and the achievement of certain performance milestones for fiscal year 2026. The amount of performance-based RSUs that will vest can range from 0% to 110% of the original number of RSUs granted. Expense for the performance-based RSUs is not recognized until the performance conditions are deemed probable of achievement. The Company has not recorded any expense related to the performance-based RSUs.

The following table summarizes the service-based RSUs for the Plan:

​​​
​​Number of
​​ ​ ​shares
Outstanding at January 1, 2026​1,104,662
Granted​1,262,585
Vested​(389,445)
Canceled/forfeited​(153,746)
Outstanding at June 30, 2026​1,824,056

The following table summarizes the performance-based RSUs for the Plan:

​​​
​​Number of
​​ ​ ​shares
Outstanding at January 1, 2026​216,500
Granted​—
Vested​—
Canceled/forfeited​(24,941)
Outstanding at June 30, 2026​191,559

Included in outstanding RSUs at June 30, 2026 were 200,445 RSUs granted outside of the Plan. These grants were made pursuant to the Nasdaq inducement grant exception in accordance with Nasdaq listing rule 5635(c)(4). The weighted average grant-date fair value per RSU granted was $0.82 during the six months ended June 30, 2026. The aggregate intrinsic value of RSUs outstanding was $1.5 million at June 30, 2026. The total unrecognized compensation expense at June 30, 2026 related to RSUs was $2.7 million, excluding unrecognized compensation expense associated with performance-based RSUs that are not deemed probable of achievement, which is expected to be recognized in expense over a weighted-average period of approximately 2.8 years.

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