MYOMO, INC.
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
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Sep 30, 2026 · Filed Nov 9, 2026
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Notes to Unaudited Condensed Consolidated Financial Statements
NOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
Note 1 — Description of Business
Myomo Inc. (“Myomo” or the “Company”) is a wearable medical robotics platform company that develops, designs, and produces myoelectric orthotics for people with neuromuscular disorders. The MyoPro ® myoelectric upper limb orthosis product is registered with the U.S. Food and Drug Administration as a Class II medical device. The Company sells its products directly to patients, to Orthotics and Prosthetics ("O&P") providers around the world, the Veterans Health Administration, and distributors in Europe and Australia. The Company was incorporated in the State of Delaware on September 1, 2004 and is headquartered in Burlington, Massachusetts.
Note 2 — Liquidity
The Company had cash, cash equivalents, and short-term investments of approximately $11,946,200 as of September 30, 2026. The Company incurred net losses of approximately $11,263,500 and$11,759,900 during the nine months ended September 30, 2026 and 2025, respectively, and has an accumulated deficit of approximately$129,951,900 and $118,688,400 at September 30, 2026 and December 31, 2025, respectively. Cash used in operating activities was approximately$5,448,300 and $13,371,000 for the nine months ended September 30, 2026 and 2025, respectively.
Based upon its current cash, cash equivalents, and short-term investments, as well as the future expected cash flows the Company believes that its available cash, cash equivalents, and short-term investments will fund its operations for at least the next twelve months from the issuance date of these financial statements.
The Company has historically funded its operations through financing activities, including raising equity and debt. On November 4, 2025, the Company entered into a Loan and Security Agreement with Avenue Capital Management II, L.P. as administrative agent and collateral agent and Avenue Venture Opportunities Fund II, L.P., as a lender, which provided the Company $17.5 million of committed capital, of which $12.5 million was funded at closing on November 4, 2025 (the "Closing Date"). The remaining $5.0 million becomes available at the Company's discretion between 12 and 18 months from the Closing Date, subject to maintaining compliance with covenants. The Company is paying interest only on the term loan for a period of 18 months from the Closing Date, which could be extended to 24 months if the Company borrowed under the second tranche. The Company has to meet certain debt covenants under the loan, including (i) a minimum cash balance of $2,500,000; (ii) minimum trailing three months revenue equal to 75% of budgeted revenues for such months, measured monthly; and (iii) maximum trailing six months cash burn equal to the greater of 150% of the budgeted cash burn for such months, or $2,000,000, measured quarterly. Non-compliance with covenants may impact access to liquidity. Proceeds from this loan were used to repay the outstanding borrowings under the credit facility with Silicon Valley Bank and to pay fees and expenses, with the remainder being used for general corporate purposes. These financing activities have enabled the Company to sustain its operations.
Management's operating plans are primarily focused on growing revenues from recurring patient sources, including expanding its MyoConnect program to generate referrals in rehab clinics and stroke centers around the country, continued growth in revenues in the O&P channel, as well as international operations, while improving gross margin through cost reductions and limiting the annual growth in operating expenses to no more than half of the annual growth in revenue. In addition, the Company believes that it has access to capital resources through possible public or private equity offerings, or other means.
Note 3 — Summary of Significant Accounting Policies
Interim Financial Statements
The accompanying unaudited condensed consolidated financial statements and notes are representations of the Company’s management, who are responsible for their integrity and objectivity. These statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information pursuant to Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for annual financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) that are considered necessary for a fair presentation of the condensed consolidated financial statements of the Company as of September 30, 2026 and for the three and nine months ended September 30, 2026 and 2025. The results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the operating results for the fiscal year ending December 31, 2026, or any other period. These condensed consolidated financial statements should be read in conjunction with the audited financial statements and related disclosures of the Company as of December 31, 2025 and 2024 and for the years then ended, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
Basis of Consolidation
The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary Myomo Europe GmbH. All significant intercompany balances and transactions are eliminated.
Comprehensive Loss
Comprehensive loss includes all changes in equity during a period, except those resulting from investments by stockholders and distributions to stockholders. The Company's comprehensive loss includes changes in foreign currency translation adjustments and unrealized gains and losses on short-term investments. There were reclassifications, which management does not consider to be material, out of accumulated other comprehensive income to other expense (income) related to realized gains or losses on short-term investments in the three andnine months ended September 30, 2026,and 2025, respectively.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America require management to make estimates and assumptions that affect certain reported amounts and disclosures. These estimates and assumptions are reviewed on an on-going basis and updated as appropriate. Actual results could differ from these estimates. The Company’s estimates include transaction pricing as it relates to certain payers and the estimate of the valuation of derivative liabilities which are recorded at fair value on the basis of both observable and unobservable inputs.
Cash, Cash Equivalents and Short-Term Investments
The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist principally of deposit accounts and money market accounts at September 30, 2026 and December 31, 2025.
The Company considers all investments with an original maturity of greater than three months but less than one year to be short-term investments. Short-term investments as of September 30, 2026 and December 31, 2025 consist of U.S. Treasury Bills and Commercial Paper, which are classified as available for sale, totaling approximately $847,000 and $4,261,800, respectively. The Company determines the appropriate balance sheet classification of its investments at the time of purchases and evaluates the classification at each balance sheet date. All of the Company's U.S. Treasury Bills mature within the subsequent twelve months from the date of purchase.
The Company's cash balances as of September 30, 2026, and December 31, 2025 consist of the following:
| September 30,2026 | December 31,2025 | |
|---|---|---|
| Cash and cash equivalents | $11,099,159 | $14,132,027 |
| Restricted cash | 575,000 | 575,000 |
| Total cash, cash equivalents, and restricted cash | $11,674,159 | $14,707,027 |
Accounts Receivable and Allowance for Credit Losses
The Company reports accounts receivable at invoiced amounts less an allowance for credit losses. The Company evaluates its accounts receivable on a continuous basis and, if necessary, establishes an allowance for credit losses based on a number of factors, including current credit conditions and customer payment history. The Company does not require collateral or accrue interest on accounts receivable and credit terms are generally 30 days. At September 30, 2026 and December 31, 2025, the allowance for credit losses accounts of approximately $102,700.
Revenue Recognition
The Company accounts for revenue under ASC 606, “Revenue from Contracts with Customers” and all the related amendments (Topic 606). Revenues under Topic 606 are required to be recognized either at a “point in time” or “over time,” depending on the facts and circumstances of the arrangement and are evaluated using a five-step model. The Company recognizes revenue at a point in time.
The Company recognizes revenue after applying the following five steps:
Identification of the contract, or contracts, with a customer,
Identification of the performance obligations in the contract, including whether they are distinct within the context of the contract,
Determination of the transaction price, including the constraint on variable consideration,
Allocation of the transaction price to the performance obligations in the contract, and
Recognition of revenue when, or as, performance obligations are satisfied.
Revenue is recognized when control of these services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services.
The Company derives the majority of its revenue from direct billing. The Company also derives revenue from the sale of its products to O&P providers in the United States and internationally and the Veterans Administration (the “VA”). Under direct billing, the Company recognizes revenue when all of the following criteria are met:
(i)
The product has been delivered to the patient, including completion of initial instruction on its use,
(ii)
Collection is deemed probable and it has been determined that a significant reversal of the revenue to be recognized is not deemed probable when the uncertainty associated with the variable consideration is resolved. As an example, the Company will record revenue if it is notified that insurance intends to pay and a payment amount is provided, and
(iii)
The amount to be collected is estimable using the “expected value” estimation techniques, or the “most likely amount” as defined in ASC 606.
The transaction price associated with the MyoPro for direct to patient revenue is generally determined by the insurance payer. For patients with Medicare Part B, the transaction price is based on the published fees for our billing codes L8701 and L8702. Medicare pays 80% of the published fees, less certain deductions. If a patient has insurance that supplements Medicare Part B with a payer for which sufficient payment history exists or is a non-employer-based plan, the Company estimates the transaction price based on receiving the remaining 20% of the Medicare allowable. For patients that do not carry Medicare Part B, the transaction price is based on either a contracted price or is estimated using the expected value method based on previous collection history with the payer. For U.S. and International O&P providers and the VA, the transaction price is an amount agreed in advance between the parties and evidenced by a purchase order or Myomo order form.
For revenue derived from patients under Medicare Part B, the Company recognizes revenue once it has obtained sufficient medical documentation to demonstrate medical necessity and when control of the device has passed to the patient. Patients with Medicare Part B represented 75% and 74% of direct billing revenues for the three months ended September 30, 2026 and 2025, respectively and 73% and 74% of direct billing revenues for the nine months ended September 30, 2026 and 2025, respectively. With respect to patients with certain Medicare Advantage insurance plans, the Company will recognize revenue when it receives a pre-authorization from the insurance company and control passes to the patient upon delivery of the device in an amount that reflects the consid eration the Company expects to receive in exchange for the device. For these payers, revenue recognized at time of delivery represented approximately 94% and 86% of direct billing revenue in the three months ended September 30, 2026 and 2025, respectively and 93% and 87% of direct billing revenue in the nine months ended September 30, 2026 and 2025, respectively.
Depending on the timing of product deliveries to customers, which is when cost of revenue must be recorded, and when the Company meets the criteria to record revenue, there may be fluctuations in gross margin. During the three months ended September 30, 2026 and 2025, the Company recognized revenue of approximately $687,800 and $706,800, respectively, and during the nine months ended September 30, 2026 and 2025, the Company recognized revenue of approxima tely $1,350,800 and $1,246,200, respectively, from third-party payers for which costs related to the completion of the Company’s performance obligations were not recorded in the current period.
For revenues derived from O&P providers and the VA, the Company recognizes revenue when control passes to the customer in an amount that reflects the consideration the Company expects to receive in exchange for those services. Revenues may be recognized upon shipment or upon delivery, depending on the terms of the arrangement, provided that persuasive evidence of an arrangement exists, there are no uncertainties regarding customer acceptance and collectability is deemed probable.
The Company has elected to record taxes collected from customers on a net basis and does not include tax amounts in revenue or cost of revenue.
Software Development
The Company accounts for costs incurred to develop internal-use software in accordance with ASC 350-40, Internal-Use Software. Costs incurred during the preliminary project stage and post-implementation stage are expensed as incurred. Once an application has reached the development stage and it is probable that the software will be completed and used for its intended purpose, internal and external direct costs incurred to develop the software are capitalized. Capitalized costs consist of third-party costs directly attributable to the development of the software. Capitalized software development costs are amortized on a straight-line basis over the estimated useful life of five years. The Company evaluates capitalized internal-use software for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Costs related to internal-use software capitalized during the period were approximately $29,500 and $241,200 in the three and nine months ended September 30, 2026 and $1,590,900 in the year ended December 31, 2025.
Contract Balances
The timing of revenue recognition may differ from the timing of payment by customers. The Company records a receivable when revenue is recognized prior to payment and there is an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. The Company had approxim ately $139,100 and $218,200 of deferred revenue as of September 30, 2026 and December 31, 2025, respectively.
Disaggregated Revenue from Contracts with Customers
The following table presents revenue by major source:
| For the Three MonthsEnded September 30, | For the Nine MonthsEnded September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Direct to patient | $8,968,395 | $7,321,531 | $24,312,217 | $22,550,212 |
| Clinical/Medical providers | 3,362,122 | 2,769,168 | 9,836,153 | 7,024,534 |
| Total revenue from contracts with customers | $12,330,517 | $10,090,699 | $34,148,370 | $29,574,746 |
Geographic Data
The Company generated 83% of its total revenue from the United States and 17% from Germany for thethree months ended September 30, 2026. The Company generated 82% of its total revenue from the United States and 17% from Germany and less than 1% of its total revenue from other international locations during thethree months ended September 30, 2025.
During the nine months ended September 30, 2026, the Company generated 82% of its total revenues from the United States,18% from Germany. During the nine months ended September 30, 2025, the Company generated 84% of its total revenues from the United States,15% from Germany, and 1% from other international locations.
Cost of Revenue
In conjunction with the adoption of ASC 606, there are certain cases in which the Company will expense costs when incurred as required by ASC 340-40-25. In certain cases, the Company ships the MyoPro device to O&P providers, or provides the device directly to patients, pending reimbursement from third-party payers, after which revenue is recognized. For the three and nine months ended September 30, 2026, the Company recorded cost of goods sold of approxima tely $27,000 and $92,100, respectively, without corresponding revenue. For the three and nine months ended September 30, 2025, the Company recorded cost of goods sold of $97,500 and $132,600, respectively, without corresponding revenue. Direct billing fees paid to O&P providers for services they provide in conjunction with patient evaluations are expensed as incurred as required by ASC 340-40-25. These costs are recorded as sales and marketing expense. Internal costs incurred and fees paid to O&P providers to measure, fit and deliver the device to patients are expensed to cost of revenue.
Advertising
The Company charges the costs of advertising to operating expenses as incurred. Advertising expense amounted to approximately $2,176,200 and $2,138,500 three months ended September 30, 2026 and 2025, respectively, and approximately $6,070,100 and $5,978,100 during the nine months ended September 30, 2026 and 2025, respectively.
Foreign Currency Translation
The functional currency of the Company’s foreign subsidiary, Myomo Europe GmbH, is the Euro. Foreign exchange translation gains and losses from the Euro to U.S. dollars are included in other comprehensive (loss) income. The Company recorded a loss of approximately $35,100 and a gain of approximately $89,300 during the three months ended September 30, 2026 and 2025, respectively, andgains of approximately $19,900 and $152,100 during the nine months ended September 30, 2026 and 2025, respectively, which are included in accumulated other comprehensive income in the condensed consolidated balance sheet. Transaction foreign exchange gains and losses from a foreign currency to the functional currency are included in cost of revenue in the condensed consolidated statements of operations. Such amounts were immaterial for the three and nine months ended September 30, 2026 and 2025. The balance sheet is translated using the spot rate on the day of reporting and the statement of operations is translated monthly using the average rate for the month.
Net Loss per Share
Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus potentially dilutive common shares. Restricted stock, restricted stock units, stock options and warrants are excluded from the diluted net loss per share calculation when their impact is antidilutive. The Company reported a net loss for the three months ended September 30, 2026 and 2025, and as a result, all potentially dilutive common shares are considered antidilutive for these periods.
Potential dilutive common shares issuable consist of the following at:
| September 30, | ||
|---|---|---|
| 2026 | 2025 | |
| Stock options | 16,936 | 21,952 |
| Restricted stock units | 1,765,235 | 1,744,620 |
| Other warrants | 1,367,187 | — |
| Total | 3,149,358 | 1,766,572 |
Due to their nominal exercise price of $0.0001 per share, a totalof 3,763,258 outs tanding pre-funded warrants as of both September 30, 2026 and 2025, are considered common stock equivalents and are included in weighted average shares outstanding in the accompanying condensed consolidated statements of operations as of the respective closing dates of the Company's public equity offerings.
Recently Adopted Accounting Standards
In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements, Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative”, that adds 14 of the 27 identified disclosure or presentation requirements to the Codification, each amendment in the ASU will only become effective if the SEC removes the related disclosure or presentation from its existing regulations by June 30, 2027. The Company currently complies with these disclosure requirements as applicable under Regulation S-X or Regulation S-K and will adopt these new standards depending on timing of when they become effective, which is not expected to have a material impact on its financial position and results of operations.
In November 2024, the FASB issued ASU 2024-03 “Disaggregation of Income Statement Expenses (Subtopic 220-40) Disaggregation of Income Statement Expenses.” The update requires public business entities to provide enhanced disclosures in the note to the financial statements about the nature of expenses included in income statement captions. The new disclosures will require entities to disaggregate relevant expense captions and present these in a tabular format. In January 2025, the FASB issued ASU 2025-01 which clarified the effective date of ASU 2024-03. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027. Early adoption is permitted, which is not expected to have a material impact on the Company’s financial position and results of operations.
Note 4 — Inventories
Inventories consist of the following at:
| September 30,2026 | December 31,2025 | |
|---|---|---|
| Finished goods | $444,663 | $930,837 |
| Work in process | 31,119 | 28,204 |
| Parts and subassemblies | 2,620,374 | 2,164,048 |
| Inventories | $3,096,156 | $3,123,089 |
Note 5 — Fair Value of Financial Instruments
The Company measures the fair value of financial assets and liabilities based on the guidance of ASC 820, “Fair Value Measurement” (“ASC 820”), which defines fair value, establishes a framework for measuring fair value, and establishes disclosures about fair value measurements.
ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:
Level 1 — Quoted prices available in active markets for identical assets or liabilities.
Level 2 — Observable inputs other than quoted prices included in Level 1, such as quotable prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar valuation techniques that use significant unobservable inputs.
The carrying amounts of the Company’s financial instruments such as cash and cash equivalents, accounts receivable and accounts payable, approximate fair value due to the short-term nature of these instruments. Cash equivalents consist of money market funds that limit their investments to only short-term U.S. Treasury Securities and repurchase agreements related to these securities. Short-term investments primarily consists of commercial paper and U.S. Treasury Bills and are carried on the condensed consolidated balance sheets at amortized cost which approximates fair value.
The Company considers all investments with an original maturity of greater than three months to be short-term investments. Short-term investments are carried on the consolidated balance sheets at fair value. Short-term investments as of September 30, 2026 and December 31, 2025 consisted of U.S. Treasury Bills, which are classified as available for sale and commercial paper totaling approximately $847,000 and $4,261,800, respectively. The Company determines the appropriate balance sheet classification of its investments at the time of purchase and evaluates the classification at the date of purchase. Unrealized gains and losses on short-term investments are recorded to accumulated other comprehensive income on the condensed consolidated balance sheets and other comprehensive income (loss) on the condensed consolidated statements of comprehensive loss. Once unrealized gains and losses become realized, they are reclassified from other comprehensive gains and losses to other (income) expense.
Cash equivalents and short-term investments measured at fair value on a recurring basis at September 30, 2026 were as follows:
| In ActiveMarkets forIdentical Assetsor Liabilities(Level 1) | SignificantOtherObservableInputs(Level 2) | SignificantUnobservableInputs(Level 3) | Total | |
|---|---|---|---|---|
| Money market funds | $8,275,409 | $— | $— | $8,275,409 |
| Short-term investments | — | 847,027 | — | 847,027 |
| Warrant liability | — | — | 1,772,084 | 1,772,084 |
| Compound derivative liability | — | — | 3,083,474 | 3,083,474 |
Cash equivalents and short-term investments measured at fair value on a recurring basis at December 31, 2025 were as follows:
| In ActiveMarkets forIdentical Assetsor Liabilities(Level 1) | SignificantOtherObservableInputs(Level 2) | SignificantUnobservableInputs(Level 3) | Total | |
|---|---|---|---|---|
| Money market funds | $10,234,433 | $— | $— | $10,234,433 |
| Commercial paper | — | 1,645,442 | — | 1,645,442 |
| Short-term investments | — | 4,261,782 | — | 4,261,782 |
| Warrant liability | — | — | 999,418 | 999,418 |
| Compound derivative liability | — | — | 1,649,929 | 1,649,929 |
The following table presents the fair value reconciliation of Level 3 liabilities measured at fair value during the periods ended September 30, 2026 and December 31, 2025, respectively.
| Warrant Liability | CompoundDerivative Liability | Total | |
|---|---|---|---|
| Balance – December 31, 2025 | $999,418 | $1,649,929 | $2,649,347 |
| Change in fair value of derivative liabilities | (280,878) | (558,186) | (839,064) |
| Balance – March 31, 2026 | $718,540 | $1,091,743 | $1,810,283 |
| Change in fair value of derivative liabilities | 408,958 | 790,768 | 1,199,726 |
| Balance – June 30, 2026 | $1,127,498 | $1,882,511 | $3,010,009 |
| Change in fair value of derivative liabilities | 644,586 | 1,200,963 | 1,845,549 |
| Balance – September 30, 2026 | $1,772,084 | $3,083,474 | $4,855,558 |
Compound derivative liability is presented in long term debt, net of discount on the Condensed Consolidated Balance sheets as of September 30, 2026 and December 31, 2025.
Valuation assumptions utilized in the valuations of Level 3 liability under the Monte Carlo model for warrants as of September 30, 2026 and December 31, 2025 were as follows:
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Risk-free interest rate | 4.99% | 3.68% |
| Stock price | $1.56 | $0.91 |
| Initial exercise price - Warrants | $0.96 | $0.96 |
| Volatility | 99.97% | 95.21% |
| Dividend yield | 0.0% | 0.0% |
| Remaining term - Warrants | 4.10 | 4.84 |
The expected stock price volatility for the Company’s warrant liability was based on the Company's historical volatility. Risk free interest rates were obtained from U.S. Treasury rates for the applicable periods. The expected term used is the contractual life of the instrument being valued. The Company has historically not paid any dividends and does not have any intention to do so in the future.
The valuation assumptions for the compound derivative liability under the Monte Carlo model are based on determining the fair value of the debt, excluding warrants with and without the derivative features, which include the conversion option for a portion of the debt, the default interest provision and acceleration of the debt upon an event of default. Key inputs for the valuation of the debt include a credit spread of 22.39% and an issuance date annualized risk-free rate of 3.72%.
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Remaining term - loan | 2.67 | 3.42 |
| Credit spread | 22.39% | 22.39% |
| Implied debt yield | 26.11% | 26.11% |
| Annualized risk-free rate | 3.72% | 3.72% |
Note 6 — Accounts Payable and Other Accrued Expenses
Accounts Payable and Other Accrued Expenses consists of the following at:
| September 30,2026 | December 31,2025 | |
|---|---|---|
| Trade payables | $1,107,205 | $1,101,228 |
| Accrued compensation and benefits | 2,924,602 | 1,952,578 |
| Accrued professional services | 149,125 | 85,696 |
| Warranty reserve | 155,806 | 148,296 |
| Customer deposits | 1,884,880 | 1,930,339 |
| Accrued insurance | 235,640 | 191,258 |
| Other | 399,314 | 410,372 |
| $6,856,572 | $5,819,767 |
Note 7 — Debt
On November 4, 2025 (the “Closing Date”), the Company entered into a Loan and Security Agreement (the “Loan and Security Agreement”), with Avenue Capital Management II, L.P., as administrative agent and collateral agent (the “Agent”) and Avenue Venture Opportunities Fund II, L.P., as a lender ("Avenue", or the "Lender"). Also on November 4, 2025, the Company entered into a Supplement to the Loan and Security Agreement (the “Supplement” and together with the Loan and Security Agreement, the “Loan Agreement”) with the Agent and the Lender.
The Loan Agreement provides for committed term loans in an aggregate principal amount of up to $17.5 million with (a) $12.5 million funded on the Closing Date (“Tranche 1”) and (b) up to $5.0 million to be funded at any time at the discretion of the Company between November 4, 2026 and May 4, 2027, so long as no default or event of default has occurred and is continuing. Upon the mutual agreement of the Company and the Lender, the Lender may make additional term loans of up to an additional $10.0 million (the “Discretionary Tranche 3” and collectively with Tranche 1 and Tranche 2, the “Loans”), to be funded between January 1, 2027 and December 31, 2027, as the Company and the Lenders may mutually agree. The Loans bear interest at an annual rate equal to the sum of 4.75% and the prime rate as reported in The Wall Street Journal, subject to a prime floor equal to The Wall Street Journal prime rate on Closing Date. The maturity date of the Loans is June 1, 2029(the “Maturity Date”).
The Company is making interest only payments on the Loans until the 18-month anniversary of the Closing Date, subject to a 6-month extension if the funding of Tranche 2 has occurred. The Loan principal is repayable in equal monthly installments from the end of interest only period to the Maturity Date.
The Company may, at its option at any time, prepay the Loans in their entirety by paying the then outstanding principal balance and all accrued and unpaid interest on the Loans, subject to a prepayment fee equal to (i) 3.0% of the principal amount outstanding if the prepayment occurs on or prior to the first anniversary following the Closing Date, (ii) 2.0% of the principal amount outstanding if the prepayment occurs after the first anniversary following the Closing Date, but on or prior to the second anniversary following the Closing Date, and (iii) 1.0% of the principal amount outstanding if the prepayment occurs after the second anniversary following the Closing Date. A final payment fee of 3.25% of the principal amount of the Loans (subject to certain reductions), is also due upon the Maturity Date or earlier date of prepayment of the Loans. The Loan is secured by a lien upon and security interest in all of the Company’s assets, including intellectual property, in which the Agent is granted senior secured lien.
Pursuant to the Loan Agreement, the Company is subject to certain financial covenants requiring the Company to (i) maintain at all times $2.5 million in unrestricted cash, (ii) achieve at least 75% of its trailing three-month projected revenue and (iii) achieve cash burn for the trailing six months of no more than the greater of 150% of its projected cash burn, or $2.0 million, with which the Company was in compliance as of the issuance date of these financial statements.
Pursuant to the Loan Agreement, the Lender also has the right to convert up to $3.0 million of the outstanding principal of Tranche 1 and up to $1.0 million of the outstanding principal of Tranche 2 into shares of Company common stock (the “Conversion Securities”) at a price per share equal to 120% of the exercise price of the warrant at any time while the Loans are outstanding, subject to certain terms and conditions, including ownership limitations. The conversion feature and other terms in the Loan Agreement were bifurcated from the debt at inception and are being recorded as a compound derivative liability which is being recorded at fair value. At inception, the Company recorded a derivative liability of approximately $1,514,400. At September 30, 2026, the derivative liability was determined to have a fair value of approximately $3,083,500. Losses of approximately $1,845,500 and $2,206,200 were recorded to change in fair value of warrant and derivative liability in other expense (income), net for the three and nine months ended September 30, 2026, respectively. At December 31, 2025, the derivative liability was determined to have a fair value of approximately $1,649,900.
The Company recorded approximately $821,100 in debt issuance costs during the year ended December 31, 2025 in conjunction with entering into the Loan Agreement, which includes a commitment fee as well as banking and legal fees. The Company capitalized the portion of debt issuance costs allocated to the debt and is amortizing them into interest expense using the interest rate method, which approximates straight-line amortization over the term of the Loan Agreement. The debt issuance costs that were allocated to the warrant and the compound derivative liability of approximately $151,200 were charged to interest expense at inception of the Loan Agreement. As of September 30, 2026, the balance of debt issuance costs was approximately $494,500, which is included in debt discount on the consolidated balance sheet. The Company amortized $47,800 and $143,400 of debt issuance costs, including those amortized from the issuance of the credit facility, to interest expense during the three and nine months ended September 30, 2026. As of December 31, 2025, the balance of debt issuance costs was approximately $638,000, which is included in debt discount on the consolidated balance sheet. The Company amortized $226,300 of debt issuance costs, including those amortized from the issuance of the credit facility, to interest expense during the year ended December 31, 2025.
Concurrent with the closing of the Loan Agreement, the Company repaid $4,000,000 to Silicon Valley Bank, representing all amounts outstanding under its credit facility. In addition, the Company paid pre-payment and other fees and wrote-off unamortized debt issuance costs associated with terminating the credit facility, which resulted in the recording of approximately $186,400 to interest expense during the year ended December 31, 2025.
Including the aforementioned amounts, the Company recorded interest expense of approximately $650,500 and $1,921,500 under its debt facilities during the three and nine months ended September 30, 2026, respectively.
Long-term debt as of September 30, 2026 and December 31, 2025 is as follows:
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Long-term debt | $12,648,958 | $12,527,083 |
| Compound derivative | 3,083,474 | 1,649,929 |
| Discount | (2,290,014) | (2,954,857) |
| Total debt | 13,442,418 | 11,222,155 |
| Short-term debt, net of discount | (1,787,848) | — |
| Long term debt, net of discount | $11,654,570 | $11,222,155 |
Note 8 — Common Stock and Warrants
Pursuant to an amended and restated certificate of incorporation, the Company is authorized to issue up to 110,000,000 shares of stock, consisting of 100,000,000 shares of common stock, par value $0.0001, and 10,000,000 shares of undesignated Preferred Stock, par value of $0.0001.
In conjunction with entering into the Loan Agreement (See Note 7), the Company issued to Avenue a warrant to purchase up to $1,312,500 worth of shares of the Company’s common stock (the “Warrant”). The warrant expires on November 4, 2030 and has an exercise price per share of $0.96.
In addition, upon a change of control, Avenue is entitled to receive the shares of common stock underlying the Warrant without payment of the exercise price. Avenue may exercise the warrant at any time, or from time to time up to and including the Expiration Date, by making a cash payment equal to the exercise price multiplied by the quantity of shares. Avenue may also exercise the warrant on a cashless basis by receiving a net number of shares calculated pursuant to the formula set forth in the warrant. The warrant is subject to anti-dilution adjustments for stock dividends, stock splits, and reverse stock splits.
The Company is accounting for the warrant as a derivative liability, which is recorded at fair value. At inception, the Company recorded a derivative liability of approximately $918,000. As of September 30, 2026, the derivative liability for the warrant was determined to have a fair value of approximately $1,772,100, and the Company recorded a loss from the change in fair value of the warrant liability in other expense (income) of approximately $644,600 during the three months ended September 30, 2026. At December 31, 2025, the derivative liability was determined to have a fair value of approximately $999,400. The Company recorded a loss from the change in fair value of the warrant liability of approximately $772,700 during the nine months ended September 30, 2026.
As of September 30, 2026 and 2025 there were 3,763,258 pre-funded warrants outstanding. Each pre-funded warrant is exercisable for one share of the Company’s common stock at a nominal exercise price of $0.0001 per share.
During the three and nine months ended September 30, 2026 no pre-funded warrants were exercised. During the three and nine months ended September 30, 2025,600,156 and 3,298,261 pre-funded warrants were exercised, respectively.
During the nine months ended September 30, 2025,668,250 investor warrants issued in the Company’s public offering in February 2020 expired unexercised.
There wereno shares of common stock issued upon the exercise of stock options during the three and nine months ended September 30, 2026.
728 shares of common stock were issued through the exercise of stock options during the nine months ended September 30, 2025.
Note 9 — Stock Award Plans and Stock-Based Compensation
As of September 30, 2026, there were 2,299,698 shares available for issuance under the Myomo, Inc. 2018 Stock Option and Incentive Plan (the “2018 Plan”). On January 1 of each year, the number of shares of common stock reserved and available for issuance under the 2018 Plan will cumulatively increase by 4% of the number of shares of common stock outstanding on the immediately preceding December 31 or such lesser number of shares of common stock determined by management in consultation with members of the Board of Directors, including the compensation committee of the Board of Directors. On January 1, 2026,1,538,854 shares were added to the share reserve under the 2018 Plan. On June 25, 2026, shareholders approved the addition of 1,833,000 shares to the 2018 Plan.
Recipients of awards of restricted stock units typically sell shares in the open market to cover their individual tax liabilities and remit the proceeds to the Company, which offsets withholding taxes paid by the Company. In certain circumstances, stock awards may be net share settled upon vesting to cover the required employee statutory withholding taxes and the remaining amount is converted into shares based upon their share-value on the date the award vests. In such instances, these payments of employee withholding taxes are presented in the statements of cash flows as a financing activity. There were 115,607 shares withheld to satisfy employee's statutory tax withholding obligations that had a net value of approximately $126,800 during the three months ended September 30, 2026. There were 359,316 shares withheld to satisfy employee's statutory tax withholding obligations that had a net value of approximately $370,500 during the nine months ended September 30, 2026.
During the three and nine months ended September 30, 2026,512,503 and 1,576,004 restricted stock units vested, respectively. During the three and nine months ended September 30, 2025,52,821 and 756,001 restricted stock units vested, respectively.
Share-Based Compensation Expense
The Company accounts for stock awards to employees and non-employees based upon the fair value of the award on the date of grant. The fair value of that award is then ratably recognized as expense over the period during which the recipient is required to provide services in exchange for that award.
The Company attributes the value of stock-based compensation to operations on the straight-line method such that the expense associated with awards is evenly recognized over the vesting period.
The Company recognized stock-based compensation expense related to the issuance of stock option awards and restricted stock units to employees, non-employees and directors in the statements of operations as follows:
| Three Months Ended · Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2026 | 2025 | 2026 | 2025 | |
| Cost of goods sold | $30,226 | $38,623 | $251,673 | $108,347 |
| Research and development | 117,722 | 58,951 | 328,218 | 181,048 |
| Selling, clinical, and marketing | 259,292 | 119,642 | 616,373 | 312,791 |
| General and administrative | 909,155 | 366,775 | 1,760,044 | 916,897 |
| Total | $1,316,395 | $583,991 | $2,956,308 | $1,519,083 |
As of September 30, 2026, therewasno unrecognized compensation cost related to unvested stock options.
As of September 30, 2026, there was approximately $2,957,800 of unrecognized compensation expense related to unvested restricted stock units that is expected to be recognized over a weighted-average period of 1.65 years.
Note 10 — Commitments and Contingencies
Litigation
The Company may be involved from time to time in legal proceedings, claims and assessments arising from the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. There are no material claims, assessments, or litigation against the Company as of September 30, 2026.
Operating and Finance Leases
The Company had a lease agreement for its corporate headquarters in Boston, Massachusetts, which expired in January 2025 and had a lease agreement for office space in Fort Worth, TX. which expired December 2025. In August 2024, the Company entered into a lease agreement for a new corporate headquarters and manufacturing facility in Burlington, Massachusetts. The Company began relocating operations in
December 2024 and completed the move in January 2025. The term of the lease is 88 months following the rent commencement date, which was May 11, 2025. The Company has the option to extend the new lease for an additional five years, subject to certain conditions being satisfied. Under the new lease, the Company provided a security deposit to the landlord in the form of a letter of credit for $375,000. The Company has collateralized the letter of credit with cash in a separate bank account, which is accounted for as long-term restricted cash on the condensed consolidated balance sheet. Certain arrangements have discounted rent periods or escalating rent payment provisions. Leases with an initial term of twelve months or less are not recorded on the consolidated balance sheets. The Company recognizes rent expense on a straight-line basis over the lease term.
The Company entered into a new finance lease for its 3D printing machines in May of 2026. The initial lease liability was for approximately $197,000. The Company will make monthly equal payments of approximately $4,100 for a 60 month term.
As of September 30, 2026, operating lease assets were approximately $6,328,700. The amount and the maturity of the Company’s operating lease liabilities as of September 30, 2026, are as follows:
| Total | |||
|---|---|---|---|
| Operating Lease · Financing Lease · September 30, 2026 | |||
| 2026 | $322,501 | $12,220 | $334,721 |
| 2027 | 1,525,416 | 48,878 | 1,574,294 |
| 2028 | 1,592,125 | 48,878 | 1,641,003 |
| 2029 | 1,650,479 | 48,878 | 1,699,357 |
| Thereafter | 4,872,994 | 73,317 | 4,946,311 |
| Total future minimum lease payments | 9,963,515 | 232,171 | 10,195,686 |
| Less imputed interest | 2,196,374 | 34,801 | 2,231,175 |
| Total lease liabilities | $7,767,141 | $197,370 | $7,964,511 |
| Included in the condensed consolidated balance sheet: | |||
| Current lease liabilities | $804,311 | $30,715 | $835,026 |
| Non-current lease liabilities | 6,962,830 | 166,655 | 7,129,485 |
| Total lease liabilities | $7,767,141 | $197,370 | $7,964,511 |
For the three and nine months ended September 30, 2026 and 2025, the total lease cost is comprised of the following amounts:
| For the Three MonthsEnded September 30, | For the Nine MonthsEnded September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Operating lease expense | 344,165 | 357,890 | $1,028,042 | $1,107,510 |
| Financing lease expense | 7,999 | — | 13,267 | — |
| Short-term lease expense | 537 | 1,347 | 1,761 | 3,606 |
| Total lease expense | $352,701 | $359,237 | $1,043,070 | $1,111,116 |
The following summarizes additional information related to operating and financial leases:
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Weighted-average remaining operating lease term (in years) | 6.0 | 6.7 |
| Weighted-average discount rate operating lease | 8.5% | 8.5% |
| Weighted-average remaining financing lease term (in years) | 4.6 | — |
| Weighted-average discount rate financing lease | 8.75% | — |
Insurance Obligations
The Company finances the insurance policies of its directors and officers, which requires the Company to make a down payment, followed by equal payments over a defined term. The Company then entered into a financing arrangement covering the twelve-month period ending in June 2025. Under this financing arrangement, the Company made a down payment of approximately $39,000 during the three months ended June 30, 2024, and made nine equal monthly payments of approximately $39,000, ending in March 2025. The Company then entered into a new financing arrangement for its 2025-2026 insurance policies covering the twelve-month period ending in June 2026. The Company made a down payment of $68,400 during the three months ended June 30, 2025 and made 10 equal monthly payments of approximately $40,300, startingin July 2025 and ending May 2026. The Company then entered into a new financing arrangement for its 2026-2027 insurance policies covering the twelve-month period ending in June 2027. The Company made a down payment of $68,400 during the three months ended June 30, 2026 and is making 10 equal monthly payments of approximately $40,200, starting in July 2026.
The Company also finances its property and casualty insurance policies, which require the Company to make a down payment, followed by equal payments over a defined term. During the three months ended September 30, 2025, the Company entered in a new financing arrangement for its 2025-2026 policy covering the twelve months ended July 2026. The Company made a down payment of $55,400 and made 8 equal payments of approximately $24,300, starting in August 2025 and ending March 2026.
Changes in the Company's supplier finance obligations were asfollows and included in prepaid and accrued expenses on the consolidated balance sheet statement:
| Nine Months Ended | ||
|---|---|---|
| September 30, | ||
| 2026 | 2025 | |
| Opening January 1 | $284,201 | $181,256 |
| Payments | — | — |
| Expensed | (187,378) | (98,508) |
| Balance March 31, | $96,823 | $82,748 |
| Payments | 455,544 | 456,000 |
| Expensed | (115,367) | (85,160) |
| Balance June 30, | $437,000 | $453,588 |
| Payments | 242,509 | 194,488 |
| Expensed | (160,033) | (177,858) |
| Balance September 30, | $519,476 | $470,218 |
No assets are pledged as security under this arrangement.
Note 11 — Segment Reporting and Major Customers
Segment Reporting
ASC 280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about products, business segments, and major customers in financial statements. The Company conducts its business in one operating segment, and sells products in one family, which are versions of the MyoPro. While the Company has several sales channels and operates in different geographies, the Chief Executive Officer, who is the Company's chief operating decision-maker, and is responsible for allocating resources and assessing the performance of the Company, manages the Company's business on a consolidated basis, focusing on revenue, gross margin, certain operating expenses, loss from operations, other expenses (income), income tax, and net loss. The Chief Executive Officer reviews the consolidated balance sheet with relation to consolidated Assets. The Chief Executive Officer does not review any additional or more disaggregated level.
| Three Months Ended · For The Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2026 | 2025 | 2026 | 2025 | |
| Revenue | ||||
| Revenue | $12,330,517 | $10,090,699 | $34,148,370 | $29,574,746 |
| Cost of revenue | 3,540,423 | 3,648,451 | 10,014,121 | 10,470,696 |
| Gross profit | 8,790,094 | 6,442,248 | 24,134,249 | 19,104,050 |
| Gross margin | 71.3% | 63.8% | 70.7% | 64.6% |
| Operating expenses: | ||||
| Payroll and benefits expense | 6,945,449 | 6,831,844 | 21,300,101 | 21,273,114 |
| Advertising | 2,176,158 | 2,138,514 | 6,070,123 | 5,978,142 |
| All other segment operating expenses | 2,583,675 | 2,517,297 | 7,819,934 | 8,333,503 |
| Payroll and benefits expense in cost of revenue | (1,191,624) | (1,527,893) | (3,920,807) | (4,852,620) |
| 10,513,658 | 9,959,762 | 31,269,351 | 30,732,139 | |
| Loss from operations | $(1,723,564) | $(3,517,514) | $(7,135,102) | $(11,628,089) |
| Other expense (income) | 559,772 | 9,743 | 1,600,212 | (288,797) |
| Change in fair value of derivatives liabilities | 1,845,549 | — | 2,206,211 | — |
| Tax Expense | 103,874 | 135,658 | 321,993 | 420,654 |
| Net Loss | $(4,232,759) | $(3,662,915) | $(11,263,518) | $(11,759,946) |
Major Customers
For the three and nine months ended September 30, 2026 and 2025, there were no customers which accounted for more than 10% of revenues. For the three and nine months ended September 30, 2026, the Centers for Medicare and Medicaid services (“CMS” ) represented 54% and 52% of revenues, respectively. For the three and nine months ended September 30, 2025, CMS represented approximately 54% and 56% of the Company's revenues, respectively.
At September 30, 2026, CMS accounted for appr oximately 24% of accounts receivable. At December 31, 2025, CMS, a U.S. commercial insurer and its affiliates, and an O&P customer, accounted for approximately 25%,16%, and 12%, of accounts receivable, respectively.
For the three and nine months ended September 30, 2026, approxim ately 17% and 17% of the Company's revenues, respectively, were derived from patients with Medicare Advantage insurance plans. For the three and nine months ended September 30, 2025, approximately 18% and 18% of the Company's revenues, respectively were derived from patients with Medicare Advantage insurance plans.
Note 12 —Subsequent Events
The Company evaluated subsequent events through the date the financial statements were issued, and determined that there have been no subsequent events that would require recognition in the financial statements or disclosure in the notes to the unaudited condensed consolidated financial statements.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.