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ESTABLISHMENT LABS HOLDINGS INC.

For the period ended Sep 30, 2025. Filed Nov 7, 2025.

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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.

Sep 30, 2025 · Filed Nov 7, 2025

ESTA$67.02+4.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025.

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number:001-38593

Establishment Labs Holdings Inc.

(Exact name of Registrant as specified in its charter)

British Virgin Islands98-1436377
State or Other Jurisdiction of Incorporation or OrganizationI.R.S. Employer Identification No.
11401 Century Oaks TerraceSuite 400Austin, Texas78758
Address of Principal Executive OfficesZip Code
+1800924-5072
Registrant’s Telephone Number, Including Area Code
Building B23 and B25Coyol Free ZoneAlajuelaCosta Rica
Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒Accelerated filer ☐
Non-accelerated filer ☐Smaller reporting company ☐
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbolName of each exchange on which registered
Common Shares, No Par ValueESTAThe NASDAQ Capital Market

The number of the registrant’s common shares outstanding as of November 6, 2025 was 29,057,868.

TABLE OF CONTENTS

Page
Explanatory Note1
Special Note about Forward-Looking Statements1
Summary of Risk Factors2
Part I. Financial Information4
Item 1.Financial Statements - Unaudited4
Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 20244
Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 20245
Condensed Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended September 30, 2025 and 20246
Condensed Consolidated Statements of Shareholders’ Equity for the Three and Nine Months Ended September 30, 2025 and 20247
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 20249
Notes to the Condensed Consolidated Financial Statements11
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations40
Item 3.Quantitative and Qualitative Disclosures About Market Risk51
Item 4.Controls and Procedures51
Part II. Other Information52
Item 1.Legal Proceedings52
Item 1A.Risk Factors52
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds86
Item 3.Defaults Upon Senior Securities86
Item 4.Mine Safety Disclosure86
Item 5.Other Information86
Item 6.Exhibits86
Signatures87

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