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Envoy Medical, Inc.

For the period ended Dec 31, 2025. Filed Mar 23, 2026.

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About this filing

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 Mar 23, 2026

COCH$7.10-0.7%Stored close · as of Nov 9, 2026

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

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Contents

Item 16. Form 10-K Summary

None.

EXHIBIT INDEX

Incorporated by Reference
Exhibit NumberDescriptionSchedule/ FormFile No.ExhibitFiling Date
3.1Second Amended and Restated Certificate of Incorporation of the Company.8-K001-401333.1October 5, 2023
3.2Amended and Restated Bylaws of the Company.8-K001-401333.2October 5, 2023
3.3Certificate of Designation of Series A Preferred Stock of the Company.8-K001-401333.3October 5, 2023
4.1Warrant Agreement, dated March 1, 2021, between Anzu Special Acquisition Corp I and Equiniti Trust Company, LLC (formerly known as American Stock Transfer & Trust Company, LLC), as Warrant Agent.8-K001-4013310.1March 4, 2021
4.2Form of Shortfall Warrant.S-1/A333-2765904.2February 15, 2024
4.3Description of Securities.10-K001-401334.3April 1, 2024
4.4Form of GAT Warrant.10-K001-401334.4March 31, 2025
4.5Form of September Private Placement Warrant8-K001-401334.1September 23, 2025
4.6Form of September Placement Agent Warrant8-K001-401334.2September 23, 2025
4.7Form of October Private Placement Warrant8-K001-401334.1October 9, 2025
4.8Form of October Placement Agent Warrant8-K001-401334.2October 9, 2025
4.9Form of Pre-Funded WarrantS-1/A333-2922604.9February 6, 2026
4.10Form of Series A-1 WarrantS-1/A333-2922604.10February 6, 2026
4.11Form of Series A-2 WarrantS-1/A333-2922604.11February 6, 2026
4.12Form of Placement Agent Warrant to be issued in this offeringS-1/A333-2922604.12February 6, 2026
10.1Amendment to Letter Agreement, dated September 29, 2023, by and among Anzu Special Acquisition Corp I, Anzu SPAC GP I LLC and Anzu’s officers and directors.8-K001-4013310.2October 5, 2023
10.2 (+)Amended and Restated Registration Rights Agreement, dated September 29, 2023, by and among Anzu Special Acquisition Corp I, Anzu SPAC GP I LLC and certain stockholders.8-K001-4013310.3October 5, 2023
10.3 (*)Envoy Medical, Inc. Equity Incentive Plan.8-K001-4013310.22October 5, 2023
10.4 (*)Envoy Medical, Inc. Employee Stock Purchase Plan.8-K001-4013310.23October 5, 2023
10.5 (*)Form of Envoy Medical, Inc. Indemnification Agreement.8-K001-4013310.21October 5, 2023
10.6Forward Purchase Agreement, dated as of April 17, 2023.8-K001-4013310.4April 18, 2023
10.7 (+)Amendment No. 1 to Forward Purchase Agreement, dated as of May 25, 2023.S-4/A333-27192010.27June 30, 2023
10.8Amendment No. 2 to Forward Purchase Agreement, dated as of September 28, 2023.8-K001-4013310.24October 5, 2023
10.9 (*)Employment Agreement, dated October 16, 2023, between Envoy Medical Corporation and Brent T. Lucas.8-K001-4013310.1October 20, 2023
10.10 (*)Employment Agreement, dated August 15, 2023, between Envoy Medical Corporation and David R. Wells.10-Q001-4013310.10November 17, 2023
10.11 (*)Letter Agreement, dated February 14, 2024, between Envoy Medical Corporation and Charles R. Brynelsen.10-K001-4013310.11April 1, 2024
10.12 (*)Letter Agreement, dated February 14, 2024, between Envoy Medical Corporation and Susan Kantor.10-K001-4013310.12April 1, 2024
10.13 (*)Letter Agreement, dated February 14, 2024, between Envoy Medical Corporation and Mona Patel.10-K001-4013310.13April 1, 2024
10.14 (*)Letter Agreement, dated February 14, 2024, between Envoy Medical Corporation and Janis Smith-Gomez.10-K001-4013310.14April 1, 2024
10.15 (*)Form of Option Award Agreement.10-K001-4013310.15April 1, 2024
10.16Promissory Note, dated February 27, 2024, between Envoy Medical, Inc. and GAT Funding, LLC10-Q001-4013310.1May 15, 2024
10.17Amendment to Forward Stock Purchase Agreement, dated July 29, 2024, between Envoy Medical, Inc. and the Meteroa FPA Parties.8-K001-4013310.1August 1, 2024
10.18Promissory Note, dated August 27, 2024, between Envoy Medical, Inc. and GAT Funding, LLC.10-Q001-4013310.1November 14, 2024
10.19Conversion and Waiver Agreement, dated December 20, 2024, by and between Envoy Medical, Inc. and Anzu SPAC GP I LLC.8-K001-4013310.1December 20, 2024
10.20Amendment No. 1 to Common Stock Purchase Warrant, issued by Envoy Medical, Inc. to the Meteora Parties.8-K001-4013310.1June 25, 2024
10.21Amendment No. 2 to Common Stock Purchase Warrant, issued by Envoy Medical, Inc. to the Meteora Parties.8-K001-4013310.1December 23, 2024
10.22At The Market Offering Agreement dated as of January 17, 2025, between Envoy Medical, Inc and Roth Capital Partners, LLC8-K001-4013310.1January 17, 2025
10.23Building Lease dated as of May 20, 2016, between Envoy Medical Corporation and Taylor Corporation, as amended.10-K001-4013310.23March 31, 2025
10.24Services Agreement dated as of January 1, 2022, between Envoy Medical Corporation and Taylor Technology Services, Inc.10-K001-4013310.24March 31, 2025
10.25Promissory Note, dated March 6, 2025, between Envoy Medical, Inc. and GAT Funding, LLC.10-Q001-4013310.2May 1, 2025
10.26Amended and Restated Envoy Medical, Inc. 2023 Equity Incentive Plan8-K001-4013310.1June 3, 2025
10.27Consulting Agreement by and between the Company and Oasis Business Consulting, LLC, dated effective June 23, 2025.8-K001-4013310.1June 25, 2025
10.28Satisfaction of Promissory Notes by and between the Company and GAT Funding, LLC, dated effective August 25, 2025.8-K001-4013310.1August 26, 2025
10.29Amendment No. 3 to Common Stock Purchase Warrant, issued by Envoy Medical, Inc. to the Meteora Parties, dated July 29, 2025.8-K001-4013310.1July 29, 2025
10.30Warrant Extension and Voting Agreement, by and among the Company, GAT Funding, LLC, Taylor Sports Group, Inc., and Glen A. Taylor, dated September 4, 2025.8-K001-4013310.1September 9, 2025
10.31Form of September 2025 Purchase Agreement8-K001-4013310.1September 23, 2025
10.32Amendment No. 4 to Common Stock Purchase Warrant, issued by Envoy Medical, Inc. to the Meteora Parties, dated December 18, 2025.8-K001-4013310.1December 29, 2025
10.33Form of October 2025 Purchase Agreement8-K001-4013310.1October 9, 2025
10.34Engagement Letter, dated September 17, 2025, by and between Envoy Medical, Inc. and H.C. Wainwright & Co., LLC, as amended on December 17, 2025 and February 9, 2026.S-1/A333-29226010.34February 10, 2026
10.35Amendment, dated February 11, 2026, to Engagement Letter, dated September 17, 2025, by and between Envoy Medical, Inc. and H.C. Wainwright & Co., LLC.8-K001-4013310.3February 13, 2026
10.36Form of February 2026 Purchase AgreementS-1/A333-29226010.33February 6, 2026
19.1Envoy Medical, Inc. Policy on Inside Information and Insider Trading.10-K001-4013319.1April 1, 2024
21.1List of Subsidiaries.10-K001-4013321.1March 31, 2025
23.1(#)Consent of Grant Thornton LLP.
24.1(#)Power of Attorney (included on signature page to this Registration Statement).
31.1 (#)Certification of the Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).
31.2 (#)Certification of the Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).
32.1 (#)Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 (#)Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1Clawback Policy
101.INS(#)Inline XBRL Instance Document.
101.SCH(#)Inline XBRL Taxonomy Extension Schema Document.
101.CAL(#)Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF(#)Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB(#)Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE(#)Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104(#)Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
(*)Indicates a management contract or compensatory plan.
(#)Filed herewith.
(+)Certain schedules and exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) or Item 601(b)(10)(iv), as applicable, of Regulation S-K. The registrant agrees to furnish supplemental copies of all omitted exhibits and schedules to the Securities and Exchange Commission upon its request.

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.

March 23, 2026ENVOY MEDICAL, INC.
/s/ Brent T. Lucas
Name:Brent T. Lucas
Title:Chief Executive Officer
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.