Envoy Medical, Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
View on SEC.govAbout 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.
Sep 30, 2026 · Filed Nov 5, 2026
Contents
Item 1. Condensed Consolidated Balance Sheets as of September 30, 2026 (Unaudited) and December 31, 2025
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
| September 30, | December 31, | |
|---|---|---|
| 2026 | 2025 | |
| (unaudited) | ||
| Current assets: | ||
| Cash | $14,570 | $3,739 |
| Accounts receivable, net | 51 | 34 |
| Other receivable | 17 | 19 |
| Inventories | 1,510 | 1,546 |
| Prepaid expenses and other current assets | 1,114 | 941 |
| Total current assets | 17,262 | 6,279 |
| Property and equipment, net | 854 | 1,035 |
| Operating lease right-of-use asset (related party) | 782 | 886 |
| Prepaid expenses and other assets | 260 | 358 |
| Total assets | $19,158 | $8,558 |
| Liabilities, mezzanine equity, and stockholders’ deficit | ||
| Current liabilities: | ||
| Accounts payable | $1,583 | $2,920 |
| Accrued expenses | 11,600 | 7,639 |
| Forward purchase agreement warrant liability | - | 24 |
| Product warranty liability, current portion | 252 | 287 |
| Operating lease liability, current portion (related party) | 185 | 174 |
| Other current liabilities | 650 | 518 |
| Total current liabilities | 14,270 | 11,562 |
| Product warranty liability, net of current portion | 1,496 | 1,605 |
| Operating lease liability, net of current portion (related party) | 592 | 745 |
| Private warrant liability | 3,467 | 5,835 |
| Publicly traded warrant liability | 446 | 551 |
| Other liability | 27 | 27 |
| Total liabilities | 20,298 | 20,325 |
| Commitments and contingencies (see Note 14) | ||
| Mezzanine equity | ||
| Warrants issued to placement agent as part of the 2025 Offerings (see Note 9) | 391 | 391 |
| Stockholders’ deficit | ||
| Series A Preferred Stock, $0.0001 par value; 100,000,000 shares authorized and 10,000,000 shares designated as of September 30, 2026 and December 31, 2025; 4,126,667 shares issued and outstanding as of September 30, 2026 and December 31, 2025 | - | - |
| Class A Common Stock, $0.0001 par value; 400,000,000 shares authorized as of September 30, 2026 and December 31, 2025; 7,744,488 shares issued and outstanding as of September 30, 2026 and 2,893,495 shares issued and outstanding as of December 31, 2025 | 8 | 3 |
| Additional paid-in capital | 330,193 | 301,355 |
| Accumulated deficit | (331,609) | (313,396) |
| Accumulated other comprehensive loss | (123) | (120) |
| Total stockholders’ deficit | (1,531) | (12,158) |
| Total liabilities, mezzanine equity, and stockholders’ deficit | $19,158 | $8,558 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(In thousands, except share and per share amounts)
| Three Months Ended · Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2026 | 2025 | 2026 | 2025 | |
| Net revenues | $66 | $42 | $156 | $166 |
| Costs and operating expenses: | ||||
| Cost of goods sold | 244 | 203 | 835 | 663 |
| Research and development | 3,077 | 2,700 | 9,851 | 7,933 |
| Sales and marketing | 157 | 405 | 502 | 1,124 |
| General and administrative | 2,125 | 1,999 | 6,033 | 5,888 |
| Total costs and operating expenses | 5,603 | 5,307 | 17,221 | 15,608 |
| Operating loss | (5,537) | (5,265) | (17,065) | (15,442) |
| Other income (expense): | ||||
| Change in fair value of forward purchase agreement warrant liability | 14 | 64 | 24 | 522 |
| Loss on offering and change in fair value of private warrant liability | 1,201 | (782) | 2,368 | (782) |
| Change in fair value of publicly traded warrant liability | 259 | (33) | 105 | 129 |
| Interest expense (related party) | - | (471) | - | (1,590) |
| Other income (expense), net | 131 | 5 | 303 | (7) |
| Total other income (expense), net | 1,605 | (1,217) | 2,800 | (1,728) |
| Net loss | (3,932) | (6,482) | (14,265) | (17,170) |
| Cumulative preferred dividends | (1,308) | (1,265) | (3,948) | (3,755) |
| Net loss attributable to common stockholders, basic and diluted | $(5,240) | $(7,747) | $(18,213) | $(20,925) |
| Net loss per share attributable to common stockholders, basic and diluted | $(0.50) | $(3.55) | $(1.97) | $(9.72) |
| Weighted-average Class A Common Stock and pre-funded warrants outstanding, basic and diluted | 10,434,466 | 2,185,161 | 9,256,928 | 2,152,262 |
| Other comprehensive (loss) income: | ||||
| Foreign currency translation adjustment | (1) | (1) | (3) | 3 |
| Other comprehensive (loss) income | (1) | (1) | (3) | 3 |
| Comprehensive loss | $(3,933) | $(6,483) | $(14,268) | $(17,167) |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY (DEFICIT)
(In thousands, except share amounts)
| Mezzanine Equity · Permanent Equity | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of · Series A Preferred Stock · Class A Common Stock · Additional Paid-in · Accumulated · Accumulated Other Comprehensive · Total Stockholders' Equity | |||||||||||
| Warrants · Amount · Shares · Amount · Shares · Amount · Capital · Deficit · Loss · (Deficit) | |||||||||||
| Balance at December 31, 2025 | 368,694 | $391 | 4,126,667 | $ | - | 2,893,495 | $3 | $301,355 | $(313,396) | $(120) | $(12,158) |
| Dividends on the Series A Preferred Stock | - | - | - | - | - | - | - | (1,350) | - | (1,350) | |
| Stock-based compensation | - | - | - | - | - | - | 239 | - | - | 239 | |
| Net proceeds from issuance of Class A Common Stock, Issued Pre-Funded Warrants, and Series A Warrants in February 2026 Offering | - | - | - | - | 4,794,615 | 5 | 27,777 | - | - | 27,782 | |
| Foreign currency translation adjustment | - | - | - | - | - | - | - | (1) | (1) | ||
| Net loss | - | - | - | - | - | - | - | (4,351) | - | (4,351) | |
| Balance at March 31, 2026 | 368,694 | $391 | 4,126,667 | $ | - | 7,688,110 | $8 | $329,371 | $(319,097) | $(121) | $10,161 |
| Dividends on the Series A Preferred Stock | - | - | - | - | - | - | - | (1,290) | - | (1,290) | |
| Stock-based compensation | - | - | - | - | - | - | 214 | - | - | 214 | |
| Issuance of Common Stock under employee stock purchase plan | - | - | - | - | 17,349 | - | 104 | - | - | 104 | |
| Issuance of Class A Common Stock for services | - | - | - | - | 14,000 | - | 97 | - | - | 97 | |
| Foreign currency translation adjustment | - | - | - | - | - | - | - | - | (1) | (1) | |
| Net loss | - | - | - | - | - | - | - | (5,982) | - | (5,982) | |
| Balance at June 30, 2026 | 368,694 | $391 | 4,126,667 | $ | - | 7,719,459 | $8 | $329,786 | $(326,369) | $(122) | $3,303 |
| Dividends on the Series A Preferred Stock | - | - | - | - | - | - | - | (1,308) | - | (1,308) | |
| Stock-based compensation | - | - | - | - | 5,139 | - | 307 | - | - | 307 | |
| Issuance of Class A Common Stock upon exercise of warrants | - | - | - | - | 20,000 | - | 100 | - | - | 100 | |
| Reverse Stock Split fractional share adjustment | - | - | - | - | (110) | - | - | - | - | - | |
| Foreign currency translation adjustment | - | - | - | - | - | - | - | - | (1) | (1) | |
| Net loss | - | - | - | - | - | - | - | (3,932) | - | (3,932) | |
| Balance at September 30, 2026 | 368,694 | $391 | 4,126,667 | $ | - | 7,744,488 | $8 | $330,193 | $(331,609) | $(123) | $(1,531) |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY (DEFICIT)
(In thousands, except share amounts)
| Mezzanine Equity · Permanent Equity | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of · Series A Preferred Stock · Class A Common Stock · Additional Paid-in · Accumulated · Accumulated Other Comprehensive · Total Stockholders’ Equity | ||||||||||||
| Warrants · Amount · Shares · Amount · Shares · Amount · Capital · Deficit · Loss · (Deficit) | ||||||||||||
| Balance at December 31, 2024 | - | $ | - | 4,126,667 | $ | - | 2,132,661 | $2 | $266,013 | $(284,734) | $(123) | $(18,842) |
| Dividends on the Series A Preferred Stock | - | - | - | - | - | - | - | (1,238) | - | (1,238) | ||
| Stock-based compensation | - | - | - | - | - | - | 160 | - | - | 160 | ||
| Issuance of warrants associated with the Term Loans | - | - | - | - | - | - | 688 | - | - | 688 | ||
| Foreign currency translation adjustment | - | - | - | - | - | - | - | - | 6 | 6 | ||
| Net loss | - | - | - | - | - | - | - | (4,998) | - | (4,998) | ||
| Balance at March 31, 2025 | - | $ | - | 4,126,667 | $ | - | 2,132,661 | $2 | $266,861 | $(290,970) | $(117) | $(24,224) |
| Dividends on the Series A Preferred Stock | - | - | - | - | - | - | - | (1,252) | - | (1,252) | ||
| Stock-based compensation | - | - | - | - | - | - | 146 | - | - | 146 | ||
| Issuance of warrants associated with Term Loans | - | - | - | - | - | - | 882 | - | - | 882 | ||
| Issuance of Common Stock from at-the-market (“ATM”) offering | - | - | - | - | 13,477 | - | 204 | - | - | 204 | ||
| Issuance of Common Stock under employee stock purchase plan | - | - | - | - | 5,955 | - | 77 | - | - | 77 | ||
| Foreign currency translation adjustment | - | - | - | - | - | - | - | - | (2) | (2) | ||
| Net loss | - | - | - | - | - | - | - | (5,690) | - | (5,690) | ||
| Balance at June 30, 2025 | - | $ | - | 4,126,667 | $ | - | 2,152,093 | $2 | $268,170 | $(297,912) | $(119) | $(29,859) |
| Dividends on the Series A Preferred Stock | - | - | - | - | - | - | - | (1,265) | - | (1,265) | ||
| Stock-based compensation | - | - | - | - | - | - | 172 | - | - | 172 | ||
| Issuance of Common Stock from ATM offering | - | - | - | - | 16,597 | - | 210 | - | - | 210 | ||
| Modification of forward purchase agreement warrant | - | - | - | - | - | - | (62) | - | - | (62) | ||
| Exercise of forward purchase agreement warrant | - | - | - | - | 10,500 | - | 158 | - | - | 158 | ||
| Issuance of Common Stock from registered direct offering | - | - | - | - | 190,840 | - | - | - | - | - | ||
| Issuance of Placement Agent Warrants | 143,130 | 130 | - | - | - | - | - | - | - | - | ||
| Issuance of Common Stock for services | - | - | - | - | 10,967 | - | 134 | - | - | 134 | ||
| Modification of Term Loan Warrants | - | - | - | - | - | - | 1,455 | - | - | 1,455 | ||
| Extinguishment of Term Loans | - | - | - | - | - | - | 27,879 | - | - | 27,879 | ||
| Foreign currency translation adjustment | - | - | - | - | - | - | - | - | (1) | (1) | ||
| Net loss | - | - | - | - | - | - | - | (6,482) | - | (6,482) | ||
| Balance at September 30, 2025 | 143,130 | $130 | 4,126,667 | $ | - | 2,380,997 | $2 | $298,116 | $(305,659) | $(120) | $(7,661) | |
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