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Organogenesis Holdings Inc.

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 26, 2026

ORGO$0.91+11.5%Stored close · as of Nov 9, 2026

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Contents

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ORGANOGENESIS HOLDINGS INC.
By:/s/ Gary S. Gillheeney, Sr.
Gary S. Gillheeney, Sr.Chief Executive Officer, President, and Chair of the Board of Directors
Date:February 26, 2026

Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.

SignatureTitleDate
/s/ Gary S. Gillheeney, Sr.Chief Executive Officer, President and Chair of the Board of Directors (Principal Executive Officer)February 26, 2026
Gary S. Gillheeney, Sr.
/s/ David FranciscoChief Financial Officer (Principal Financial Officer)February 26, 2026
David Francisco
/s/ Patrick McGuireChief Accounting Officer (Principal Accounting Officer)February 26, 2026
Patrick McGuire
/s/ Robert AdesDirectorFebruary 26, 2026
Robert Ades
/s/ Michael J. DriscollDirectorFebruary 26, 2026
Michael J. Driscoll
/s/ Prathyusha DuraibabuDirectorFebruary 26, 2026
Prathyusha Duraibabu
/s/ Jon GiacominDirectorFebruary 26, 2026
Jon Giacomin
/s/ Michele KorfinDirectorFebruary 26, 2026
Michele Korfin
/s/ Arthur S. LeibowitzDirectorFebruary 26, 2026
Arthur S. Leibowitz
/s/ Garrett LustigDirectorFebruary 26, 2026
Garrett Lustig
/s/ Glenn H. NussdorfDirectorFebruary 26, 2026
Glenn H. Nussdorf
/s/ Gilberto QuinteroDirectorFebruary 26, 2026
Gilberto Quintero

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Page
Reports of Independent Registered Public Accounting FirmF-2
Consolidated Balance Sheets as of December 31, 2025 and 2024F-4
Consolidated Statements of Operations and Comprehensive Income for the Years Ended December 31, 2025, 2024, and 2023F-5
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity for the Years Ended December 31, 2025, 2024, and 2023F-6
Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024, and 2023F-7
Notes to Consolidated Financial StatementsF-8

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Organogenesis Holdings Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Organogenesis Holdings Inc. and its subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of operations and comprehensive income, redeemable convertible preferred stock and stockholders' equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013, and our report dated February 26, 2026 expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Revenue Recognition – Product Return Reserve

As described in Note 2 to the financial statements, the Company estimates the amount of its product sales that may be returned by its customers and records this estimate as a reduction of product revenue and accounts receivable in the period in which the related product revenue is recognized. The Company estimates product returns using its historical return rates as well as other factors that management concludes could significantly impact its expected returns, including product recalls, pricing changes, changes in health-care regulations, or changes in reimbursement rates, among others. As described in Note 5 to the financial statements, as of December 31, 2025, the Company recorded a product return reserve of $12.9 million as a reduction to accounts receivable, net.

We identified management’s estimate of the product return reserve as of December 31, 2025, as a critical audit matter because of the significant judgment used by management in estimating the expected product returns. Auditing management’s judgment and assumptions involved a high degree of auditor judgment and an increase in audit effort due to the impact management’s assumptions could have on the accounting estimate.

Our audit procedures related to the Company’s estimate of the product return reserve as of December 31, 2025, included the following, among others:

We obtained an understanding of the relevant controls relating to management’s review of the estimate of the product return reserve and tested such controls for design and operating effectiveness.

We obtained an understanding of management’s process for estimating the product return reserve, including management’s determination of the historical return rate and management’s identification of factors that management concluded could significantly impact the expected returns.

We tested the mathematical accuracy of the historical return rates used by management to estimate the product return reserve and inspected evidence to test the completeness and accuracy of the underlying information used by management to develop the historical return rates.

We tested the historical accuracy of management’s estimates by comparing management’s prior year estimates of returns to actual current year returns.

We evaluated the impact of information obtained subsequent to December 31, 2025, on the recorded product return reserve.

/s/ RSM US LLP

We have served as the Company's auditor since 2004.

Boston, Massachusetts

February 26, 2026

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Organogenesis Holdings Inc.

Opinion on the Internal Control Over Financial Reporting

We have audited Organogenesis Holdings Inc.'s (the Company) internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements of the Company and our report dated February 26, 2026 expressed an unqualified opinion.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ RSM US LLP

Boston, Massachusetts

February 26, 2026

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