株探米国株
日本語 英語
エドガーで原本を確認する
0000846475false00008464752025-11-172025-11-17

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 17, 2025

Zynex, Inc.

(Exact Name of Registrant as Specified in its Charter)

       Nevada       

001-38804

90-0275169

(State or other jurisdiction
of incorporation)

Commission File
Number

(I.R.S. Employer Identification number)

9655 Maroon Circle, Englewood, CO 80112

(Address of principal executive offices)  (Zip Code)

Registrant's telephone number, including area code:   (800) 495-6670

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

d

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Ticker symbol(s)

Name of each exchange on which
registered

Common Stock, $0.001 par value per share

ZYXI

The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

 

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. ¨

ITEM 2.02Results of Operations and Financial Condition

On November 17, 2025, Zynex, Inc. issued a press release announcing certain financial results for the third quarter of 2025. The full text of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any registration sstatement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS

(d)       Exhibits. The following exhibits are filed with this report.

Exhibit No.

    

Description

99.1

Zynex, Inc Press Release dated November 17, 2025

104

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements 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.

Dated: November 17, 2025ZYNEX, INC.

/s/ Vikram Bajaj____________________________

Vikram Bajaj

Chief Financial Officer

EX-99 2 zyxi-20251117xex99.htm EX-99

Exhibit 99.1

Zynex Reports Third Quarter 2025 Financial Results

ENGLEWOOD, Colo., November 17, 2025 -- Zynex, Inc. (NASDAQ: ZYXI), an innovative medical technology company specializing in the manufacture and sale of non-invasive medical devices for pain management, and rehabilitation, today reported its financial and operational results for the third quarter ended September 30, 2025.

Management Commentary and Recent Events

“Since joining the Company in August, the new management team has worked tirelessly to address the business and compliance challenges at Zynex while creating a new future for all our company,” said Steven Dyson, Chief Executive Officer of Zynex.  We have been focused on a three-part strategy: renewing our commitment to compliance and integrity, addressing the company’s current liquidity challenges, and improving revenue and cash flow performance.  While the Third Quarter of 2025 was more of a continuation of first-half performance, we have seen progress with our strategy and we remain committed to rebuild and return the company to growth in the future.”.

Zynex has engaged Province, LLC, an internationally recognized financial advisory firm, to assist on evaluating a range of strategic alternatives, including potential capital raising opportunities and recapitalization and restructuring strategies. In addition, Paul Aronzon has joined our Board of Directors and has been appointed as Chair of a Special Committee of the Zynex Board of Directors to oversee the assessment of the above-referenced strategic alternatives.  This Committee will work closely with management, Province and counsel to assess and implement the strategic alternatives, as appropriate.

In order to preserve cash as the Company is evaluating strategic alternatives, Zynex has elected to enter the contractual thirty (30) day grace period and  will not make a $1.5 million interest payment, due November 17, 2025, on the Company’s $60 million of Convertible Notes maturing in May 2026.  The Company is in discussions with Convertible Note holders regarding potential restructuring opportunities with an ad hoc group of holders of

the Convertible Notes, represented by Brown Rudnick LLP.  

"We are taking decisive steps to ensure Zynex is well-positioned going forward," said Steven Dyson. "The engagement of Province and the formation of the Special Committee reflect our commitment to exploring all avenues to create a new future for Zynex."

The Company has not yet identified a strategic transaction and there can be no assurance any such transaction will result from the Special Committee's evaluation of strategic alternatives, or the timing, terms and conditions of any such transaction.

Third Quarter 2025 Financial Results

Net revenue was $13.4 million for the three months ended September 30, 2025, compared to $50.0 million in the prior year quarter. The declines in net revenue for the three months ended September 30, 2025 compared to the prior year period are primarily related to the Company’s Tricare payment suspension, along with a $2.8 million reduction in revenue related to payments received from Tricare during the suspension period. Through the third quarter of 2025, changes to certain payers’ claim submission and review practices have resulted in denials and payment delays, which has negatively impacted revenue. Additionally, workforce reductions in the first and second quarters of 2025 have negatively impacted device orders and corresponding supplies, new patients onboarding and order completion, contributing to the overall decline in net revenue during the three months ended September 30, 2025.


Gross profit in the quarter ended September 30, 2025, was $8.1 million, or 60% of revenue, as compared to $39.8 million or 80% of revenue, in the third quarter of 2024. Gross profit was lower due to the decrease in revenue, decreased revenue related to the Tricare revenue adjustment which had no corresponding decrease to cost of revenue, and less volume in our production facility to absorb fixed costs.

Sales and marketing expense for the three months ended September 30, 2025, decreased 54% to $9.5 million from $20.7 million for the same period in 2024, primarily due to decreased headcount in the sales force.

General and administrative expenses for the three months ended September 30, 2025, were $11.8 million, versus $15.3 million in the prior year period.

Net loss for the three months ended September 30, 2025, totaled ($42.9) million, or ($1.42) per basic and diluted share. In addition to our decline in revenue net loss was also negatively impacted by a non-cash asset impairment charge of $30.7 million during the quarter ended September 30, 2025, primarily related to goodwill, definite-lived intangible assets and certain fixed assets associated with Zynex Monitoring Solutions, Inc.

For the quarter ended September 30, 2024, net income was $2.3 million, or $0.07 per basic and diluted share.

Adjusted EBITDA loss for the three months ended September 30, 2025, was ($12.3) million, as compared to Adjusted EBITDA of $5.1 million in the quarter ended September 30, 2024.

Cash flow from operations for the three and nine months ended September 30, 2025, was ($6.3) million and ($23.0) million, respectively. As of September 30, 2025, the Company had cash and cash equivalents of $13.3 million.

Earnings Call Details

Date: Tuesday, November 18, 2025

Time: 9:00 AM Eastern Time (7:00 AM Mountain Time)

U.S. & Canada dial-in number: 800-836-8184

International number: 646-357-8785


Non-GAAP Financial Measures

Webcast: Q3 2025 Webcast Link Zynex reports its financial results in accordance with accounting principles generally accepted in the U.S. (GAAP). In addition, the Company is providing in this news release financial information in the form of Adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, other income/expense, stock compensation, restructuring, and impairment charges). Management believes this non-GAAP financial measure is useful to investors and lenders in evaluating the overall financial health of the Company in that they allow for greater transparency of additional financial data routinely used by management to evaluate performance. Adjusted EBITDA can be useful for investors or lenders as an indicator of available earnings. Non-GAAP financial measures should not be considered in isolation from, or as an alternative to, the financial information prepared in accordance with GAAP.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, as amended. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to our results of operations and the plans, strategies and objectives for future operations; potential outcomes of the evaluation of the strategic alternatives; and other similar statements.

Words such as "anticipate," "believe," "continue," "could," "designed," "endeavor," "estimate," "expect," "intend," "may," "might," "plan," "potential," "predict," "project," "seek," "should," "target," "preliminary," "will," "would" and similar expressions are intended to identify forward-looking statements. The express or implied forward-looking statements included in this press release are only predictions and are subject to a number of risks, uncertainties and assumptions. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. The Company makes no express or implied representation or warranty as to the completeness of forward-looking statements or, in the case of projections, as to their attainability or the accuracy and completeness of the assumptions from which they are derived. Factors that could cause actual results to materially differ from forward-looking statements include, but are not limited to, the results of our review of strategic alternatives, including the impact of any potential capital raise, recapitalization or restructuring; our ability to raise capital or otherwise improve our liquidity position and continue as a going concern; the outcome of the legal proceedings and regulatory investigations in which the Company is involved;  the need to obtain CE marking of new products; the acceptance of the Company’s products by doctors and hospitals, larger competitors with greater financial resources; the need to keep pace with technological changes; our dependence on the reimbursement for our products from health insurance companies; the outcome of the Tricare payment suspension; our dependence on first party manufacturers to produce our products on time and to our specifications' implementation of our sales strategy including a strong direct sales force, market conditions; economic factors, such as interest rate fluctuations; and other risks described in our filings with the Securities and Exchange Commission.

These and other risks are described in our filings with the Securities and Exchange Commission including but not limited to, our Annual Report on Form 10-K for the year ended December 31, 2024, as well as our quarterly reports on Form 10-Q  and amendments and current reports on Form 8-K. Any forward-looking statements contained in this press release represent Zynex's views only as of today and should not be relied upon as representing its views as of any subsequent date. Zynex explicitly disclaims any obligation to update any forward-looking statements, except to the extent required by law.


About Zynex, Inc.

Zynex, founded in 1996, develops, manufactures, markets, and sells medical devices used for pain management and rehabilitation as well as non-invasive fluid, sepsis, and laser-based pulse oximetry monitoring systems for use in hospitals. For additional information, please visit: www.zynex.com.

Investor Relations Contact:
Vikram Bajaj, CFO

ir@zynex.com


ZYNEX, INC. 

CONDENSED CONSOLIDATED BALANCE SHEETS 

(AMOUNTS IN THOUSANDS) 

(unaudited)

    

September 30, 

    

December 31,

2025

2024

ASSETS

 

  

 

  

Current assets

 

  

 

  

Cash and cash equivalents

$

13,259

$

39,631

Accounts receivable, net

 

6,695

 

18,022

Inventory, net

 

11,991

 

13,919

Prepaid expenses and other

 

5,071

 

3,607

Total current assets

 

37,016

 

75,179

Property and equipment, net

 

1,287

 

3,084

Operating lease asset

 

5,788

 

9,820

Finance lease asset

 

921

 

1,141

Deposits

 

310

 

408

Intangible assets, net of accumulated amortization

 

 

7,247

Goodwill

 

 

20,401

Deferred income taxes

 

 

4,799

Total assets

$

45,322

$

122,079

LIABILITIES AND STOCKHOLDERS' EQUITY

 

  

 

  

Current liabilities

 

  

 

  

Accounts payable and accrued expenses

 

12,523

 

7,091

Operating lease liability

 

4,153

 

4,030

Finance lease liability

 

283

 

287

Current portion of convertible senior notes, less issuance costs

 

59,334

 

Accrued payroll and related taxes

 

2,553

 

5,456

Total current liabilities

 

78,846

 

16,864

Convertible senior notes, less issuance costs

 

58,567

Operating lease liability

 

7,208

10,151

Finance lease liability

 

640

789

Total liabilities

 

86,694

 

86,371

Stockholders' equity

 

  

 

  

Common stock

 

30

 

32

Additional paid-in capital

 

94,290

 

93,088

Treasury stock, at cost

 

(92,123)

 

(87,186)

Retained earnings

 

(43,569)

 

29,774

Total stockholders’ equity (deficit)

 

(41,372)

 

35,708

Total liabilities and stockholders’ equity

$

45,322

$

122,079


ZYNEX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)

(unaudited)

For the Three Months Ended September 30, 

For the Nine Months Ended September 30, 

    

2025

    

2024

    

2025

    

2024

NET REVENUE

 

  

 

  

  

 

  

Devices

$

7,057

$

14,858

$

29,989

$

44,803

Supplies

 

6,303

 

35,108

 

32,239

 

101,577

Total net revenue

 

13,360

 

49,966

 

62,228

 

146,380

COSTS OF REVENUE AND OPERATING EXPENSES

 

 

 

  

 

  

Costs of revenue - devices and supplies

 

5,281

 

10,177

 

20,705

 

29,446

Sales and marketing

 

9,479

 

20,713

 

39,230

 

67,319

General and administrative

11,822

 

15,274

38,895

43,062

Impairment charges

30,740

30,740

Total costs of revenue and operating expenses

 

57,322

 

46,164

 

129,570

 

139,827

Income (loss) from operations

 

(43,962)

 

3,802

 

(67,342)

 

6,553

Other income (expense)

 

  

 

  

 

  

 

  

Gain on disposal of assets

 

19

Interest expense, net

 

(890)

 

(625)

 

(2,427)

 

(1,767)

Other income (expense), net

 

(890)

 

(625)

 

(2,427)

 

(1,748)

Income (loss) from operations before income taxes

 

(44,852)

 

3,177

 

(69,769)

 

4,805

Income tax (benefit) expense

 

(1,938)

 

795

 

3,574

 

1,196

Net income (loss)

$

(42,914)

$

2,382

$

(73,343)

$

3,609

Net income (loss) per share:

 

 

 

 

Basic

$

(1.42)

$

0.07

$

(2.39)

$

0.11

Diluted

$

(1.42)

$

0.07

$

(2.39)

$

0.11

Weighted average basic shares outstanding

 

30,314

 

31,775

30,721

31,960

Weighted average diluted shares outstanding

 

30,314

 

32,088

30,721

32,340


ZYNEX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(AMOUNTS IN THOUSANDS)

(unaudited)

For the Nine Months Ended September 30, 

    

2025

    

2024

CASH FLOWS FROM OPERATING ACTIVITIES:

 

  

 

Net income (loss)

$

(73,343)

$

3,609

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

 

 

Depreciation

1,697

1,967

Amortization

 

1,454

 

1,402

Impairment charges

30,740

Stock-based compensation

 

1,453

 

2,345

Non-cash lease expense

 

(873)

 

(750)

Provision (benefit) for deferred income taxes

4,799

(664)

Change in fair value of contingent consideration

Gain on disposal of assets

(19)

Change in operating assets and liabilities:

 

 

Accounts receivable

 

11,327

 

5,215

Prepaid and other assets

 

(1,495)

 

106

Accounts payable and other accrued expenses

 

57

 

1,161

Inventory

 

1,174

 

(4,096)

Deposits

 

(1)

 

Net cash provided by (used in) operating activities

 

(23,011)

 

10,276

CASH FLOWS FROM INVESTING ACTIVITIES:

 

  

 

  

Purchase of property and equipment

(215)

(362)

Net cash used in investing activities

 

(215)

 

(362)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

  

 

  

Payments on finance lease obligations

 

(153)

 

(203)

Cash dividends paid

 

 

(9)

Purchase of treasury stock

 

(4,939)

 

(15,625)

Excise tax payments on net treasury stock purchases

(473)

Net borrowings under accounts receivable financing

2,153

Proceeds from the issuance of common stock on stock-based awards

7

13

Taxes withheld and paid on equity awards

(214)

(566)

Net cash used in financing activities

 

(3,146)

 

(16,863)

Net decrease in cash

 

(26,372)

 

(6,949)

Cash and cash equivalents at beginning of period

 

39,631

 

44,579

Cash and cash equivalents at end of period

$

13,259

$

37,630


ZYNEX, INC.

RECONCILIATION OF GAAP TO NON-GAAP MEASURES

(AMOUNTS IN THOUSANDS)

(unaudited)

For the Three Months Ended September 30, 

For the Nine Months Ended September 30, 

 

    

2025

    

2024

    

2025

    

2024

 

Adjusted EBITDA:

 

  

 

  

 

  

 

  

Net income

$

(42,914)

$

2,382

$

(73,343)

$

3,609

Depreciation and Amortization*

 

493

 

478

 

1,500

 

1,369

Stock-based compensation expense

 

317

 

770

 

1,453

 

2,345

Interest expense and other, net

 

890

 

625

 

2,427

 

1,748

Restructuring charges**

 

69

 

 

623

 

Impairment charges

 

30,740

 

 

30,740

 

Income tax (benefit) expense

 

(1,938)

795

3,574

1,196

Adjusted EBITDA

$

(12,343)

$

5,050

$

(33,026)

$

10,267

% of Net Revenue

 

(92)

%  

 

10

%  

 

(53)

%  

 

7

%

* Depreciation does not include amounts related to units on lease to third parties which are depreciated and included in cost of goods sold.

** Severance of former corporate employees which were fully expensed in 2025.