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0000784199FALSE00007841992026-08-062026-08-06

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): August 6, 2026
___________________________________________
ARTIVION, INC.
(Exact name of registrant as specified in its charter)
___________________________________________
Delaware 1-13165 59-2417093
(State or Other Jurisdiction
of Incorporation)		 (Commission File Number)
(IRS Employer
Identification No.)
1655 Roberts Boulevard, N.W., Kennesaw, Georgia
 30144
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (770) 419-3355
___________________________________________________________________________________
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 (see General Instruction A.2. below):
☐
 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange
on which registered
Common Stock, $0.01 par value AORT NYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 2.02    Results of Operations and Financial Condition.

On August 6, 2026, Artivion, Inc. (“Artivion”) issued a press release announcing its financial results for the second quarter ended June 30, 2026. Artivion hereby incorporates by reference herein the information set forth in its press release dated August 6, 2026, a copy of which is attached hereto as Exhibit 99.1. Except as otherwise provided in the press release, the press release speaks only as of the date of such press release and it shall not create any implication that the affairs of Artivion have continued unchanged since such date.

The information provided pursuant to this Item 2.02, including Exhibit 99.1 attached hereto, is to be considered “furnished” pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed incorporated by reference into any of Artivion’s reports or filings with the Securities and Exchange Commission (the “SEC”), whether made before or after the date hereof, except as expressly set forth by specific reference in such report or filing.

Except for the historical information contained in this report, the statements made by Artivion are forward-looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Artivion’s future financial performance could differ significantly from the expectations of management and from results expressed or implied in the press release. Please refer to the last paragraph of the text portion of the press release for further discussion about forward-looking statements. For further information on risk factors, please refer to “Risk Factors” contained in Artivion’s most recently filed Form 10-K and its subsequent filings with the SEC, as well as in the press release attached as Exhibit 99.1 hereto. Artivion disclaims any obligation or duty to update or modify these forward-looking statements.
Item 9.01    Financial Statements and Exhibits.
(d)Exhibits.
Exhibit Number Description
Press Release dated August 6, 2026.
104 Inline XBRL for the cover page of this Current Report on Form 8-K.


-2-

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Artivion, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 6, 2026
ARTIVION, INC.
By: /s/ Lance A. Berry
Name: Lance A. Berry
Title: Executive Vice President, Chief Operating Officer, Chief Financial Officer and Treasurer
-3-
EX-99.1 2 aort-2026x8k063026ex991.htm EX-99.1 Document
Exhibit 99.1
imagea.jpg

FOR IMMEDIATE RELEASE

Contacts:
Artivion Gilmartin Group LLC
Lance A. Berry Brian Johnston
Executive Vice President, Phone: 332-895-3222
Chief Operating Officer & investors@artivion.com
Chief Financial Officer
Phone: 770-419-3355

Artivion Reports Second Quarter 2026 Financial Results

Second Quarter & Recent Business Highlights:

•Achieved revenue of $125.8 million in the second quarter of 2026 versus $113.0 million in the second quarter of 2025, an increase of 11% on a GAAP basis and 9% on a non-GAAP constant currency basis
•Net loss for the second quarter of 2026 was $(13.5) million, or $(0.28) per fully diluted share, and non-GAAP net income was $6.3 million, or $0.13 per fully diluted share
•Adjusted EBITDA increased 7% to $26.4 million in the second quarter of 2026 compared to $24.8 million in the second quarter of 2025
•Announced U.S. FDA PMA Approval of the AMDS Hybrid Prosthesis
•Completed acquisition of Endospan Ltd.

ATLANTA, GA – (August 6, 2026) – Artivion, Inc. (NYSE: AORT), a leading cardiac and vascular surgery company focused on aortic disease, today announced financial results for the second quarter ended June 30, 2026.

“In the second quarter of 2026, we delivered 9% constant currency revenue growth and 7% adjusted EBITDA growth, reflecting continued execution of our strategy to drive long-term, profitable growth through an expanding and clinically differentiated product portfolio. Revenue growth was once again driven primarily by On-X and stent grafts, including AMDS, with On-X growing 18% and stent grafts growing 12% on a constant currency basis, both compared to the second quarter of 2025,” said Pat Mackin, Chairman, President, and Chief Executive Officer.

Mr. Mackin continued, “During the quarter, we achieved two milestones we have been focused on since the start of the year. First, we completed the acquisition of Endospan Ltd. and its NEXUS Aortic Arch Stent Graft System sooner than we had anticipated; and second, we received U.S. FDA approval of the PMA for our AMDS Hybrid Prosthesis. Together with ARCEVO LSA, AMDS and NEXUS complete our market-leading, three-pronged aortic arch portfolio, positioning us as the only company globally with a complete portfolio of aortic arch solutions. NEXUS is also a platform technology that is supporting three additional PMA programs in development, which we expect will further extend and solidify our leadership in the aortic arch market over time.”

Page 1 of 11

Mr. Mackin concluded, “Overall, we are pleased with our second quarter performance, which included an acceleration in stent graft revenue and a return to growth across all international geographies. Combined with the AMDS PMA approval, we have even greater confidence in our ability to deliver our full year guidance. We continue to build our broader market expansion pipeline, with ARTIZEN enrolling as expected, and remain confident in our longer-term growth outlook.”

Second Quarter 2026 Financial Results
Total revenues for the second quarter of 2026 were $125.8 million, an increase of 11% on a GAAP basis and 9% on a non-GAAP constant currency basis, both compared to the second quarter of 2025.

Net loss for the second quarter of 2026 was $(13.5) million, or $(0.28) per fully diluted common share, compared to net income of $1.3 million, or $0.03 per fully diluted common share for the second quarter of 2025. Non-GAAP net income for the second quarter of 2026 was $6.3 million, or $0.13 per fully diluted common share, compared to non-GAAP net income of $10.7 million, or $0.24 per fully diluted common share, for the second quarter of 2025. Non-GAAP net income for the second quarter of 2026 includes pretax losses related to foreign currency revaluation of $0.7 million.

2026 Financial Outlook
Artivion is reiterating its expectations for revenue for the full year 2026 to be in the range of $480 to $496 million, representing growth of 7% to 11% on an adjusted constant currency basis compared to 2025 adjusted revenue1. This guidance contemplates a continued expectation for currency to represent an approximate one percentage point tailwind for the full year.

Artivion is reiterating its full year 2026 adjusted EBITDA to be in the range of $92 to $99 million. This guidance includes the previously articulated expectation to incur approximately $8 million of expense through the full year 2026 associated with the acquisition of Endospan, which closed in May 2026.

The Company’s financial performance for 2026 and future periods is subject to the risks identified below.
1 Full year 2025 adjusted revenue excluded a $2.3 million reserve for estimated payback to the Italian government for fiscal years 2019 through 2025 as a result of legislation adopted in Italy that would require medical device manufacturers to repay previously paid amounts to the extent that such expenditures ostensibly exceed annual regional maximum ceilings. In the fourth quarter of 2025, the Company recorded a liability of $2.3 million as a reduction to revenue as an estimate of the amount that the Company may be required to repay for certain years after 2018. See “Non-GAAP Financial Measures” for important information about our use of non-GAAP measures.

Page 2 of 11


Non-GAAP Financial Measures
This press release contains non-GAAP financial measures, including non-GAAP adjusted revenue, non-GAAP net income, EBITDA, adjusted EBITDA, non-GAAP general, administrative, and marketing expenses, and free cash flows. Investors should consider this non-GAAP information in addition to, and not as a substitute for, financial measures prepared in accordance with US GAAP. In addition, this non-GAAP financial information may not be the same as similar measures presented by other companies. The Company’s non-GAAP adjusted constant currency growth rates compare current year revenues to prior period revenues adjusted for the impact of changes in currency exchange. The Company’s non-GAAP net income, EBITDA, adjusted EBITDA, general, administrative, and marketing, and free cash flows results primarily exclude (as applicable) depreciation and amortization expense, interest income and expense, non-cash compensation expense, loss or gain on foreign currency revaluation, income tax expense or benefit, expense/(income) for business development, integration, and severance, losses on inducement/extinguishment of debt, non-cash interest expense, capital expenditures, and other non-recurring items.

The Company generally uses non-GAAP financial measures to facilitate management’s review of the operational performance of the Company and as a basis for strategic planning. Company management believes that these non-GAAP presentations provide useful information to investors regarding unusual non-operating transactions, the operating expense structure of the Company’s existing and acquired operations, without regard to its on-going efforts to acquire additional complementary products and businesses, and the transaction and integration expenses incurred in connection with recently acquired and divested product lines, and the operating expense structure excluding fluctuations resulting from foreign currency revaluation and non-cash compensation expense. The Company believes it is useful to exclude this revenue impact and certain expenses from non-GAAP financial measures because such amounts in any specific period may not directly correlate to the underlying performance of its business operations or can vary significantly between periods as a result of factors such as impact of recent acquisitions, non-cash expense related to depreciation and amortization of previously acquired tangible and intangible assets, and any related adjustments to their carrying values. The Company has adjusted for the impact of changes in currency exchange from certain revenues to evaluate comparable product growth rates on a constant currency basis. The Company does, however, expect to incur similar types of expenses and currency exchange impacts in the future, and this non-GAAP financial information should not be viewed as a statement or indication that these types of expenses will not recur. Company management encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety, including the reconciliation of GAAP to non-GAAP financial measures.

The Company’s adjusted EBITDA expectations for fiscal 2026 exclude potential charges or gains that may be recorded during the fiscal year, relating to, among other things, non-cash compensation; expense/(income) for business development, integration, and severance; losses on inducement/extinguishment of debt; and foreign currency revaluations. The Company does not attempt to provide reconciliations of forward-looking adjusted EBITDA to the comparable GAAP measure because the impact and timing of these potential charges or gains are inherently uncertain and difficult to predict and are unavailable without unreasonable efforts. In addition, the Company believes such reconciliations would imply a degree of precision and certainty that could be confusing to investors. Such items could have a material impact on GAAP measures of the Company’s financial performance.

Webcast and Conference Call Information
The Company will hold a teleconference call and live webcast on August 6, 2026, at 4:30 p.m. ET to discuss the results, followed by a question-and-answer session. To participate in the conference call, dial 201-689-8261 a few minutes prior to 4:30 p.m. ET. The teleconference replay will be available approximately one hour following the completion of the event and can be accessed by calling (toll free) 877-660-6853 or 201-612-7415. The conference number for the replay is 13760537.
Page 3 of 11


The live webcast and replay can be accessed by going to the Investors section of the Artivion website at www.Artivion.com and selecting the heading Webcasts & Presentations.

About Artivion, Inc.
Headquartered in suburban Atlanta, Georgia, Artivion, Inc. is a medical device company focused on developing simple, elegant solutions that address cardiac and vascular surgeons’ most difficult challenges in treating patients with aortic diseases. Artivion’s four major groups of products include: aortic stent grafts, surgical sealants, On-X mechanical heart valves, and implantable cardiac and vascular human tissues. Artivion markets and sells products in more than 100 countries worldwide. For additional information about Artivion, visit our website, www.Artivion.com.

Forward-Looking Statements
Statements made in this press release that look forward in time or that express management's beliefs, expectations, or hopes are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements reflect the views of management at the time such statements are made. These statements include, but are not limited to, our beliefs and expectations about our revenue, year-over-year growth, growth drivers and short and long term growth prospects, earnings, currency impacts, and other financial measures and related information; our beliefs about our competitive advantages and market opportunities; our expected product mix and business strategy; anticipated quarterly fluctuations in our business; our ability to scale our business and expand adjusted EBITDA margins; that our revenues for the full year 2026 will be in the range of $480 to $496 million, representing revenue growth of between 7% to 11% compared to 2025 on an adjusted constant currency basis; that we expect non-GAAP adjusted EBITDA to be in the range of $92 to $99 million in 2026; the expected benefits to be achieved from our Endospan acquisition; and our expected expenses to be incurred after close of the acquisition. These forward-looking statements are subject to a number of risks, uncertainties, estimates and assumptions that may cause actual results to differ materially from current expectations, including, but not limited to, the unpredictability of the timing and outcome of regulatory decisions and other regulatory developments; risks relating to our international operations; the benefits anticipated from the Ascyrus Medical LLC and Endospan transactions, including the expected benefits of the NEXUS Aortic Arch Stent Graft System and other pipeline products; the benefits anticipated from our clinical trials may not be achieved or achieved on our anticipated timelines; and the benefits anticipated from our expansion into APAC and LATAM may not be achieved or achieved on our anticipated timelines. These risks and uncertainties include the risk factors detailed in our Securities and Exchange Commission filings, including our Form 10-Q for the quarter ended June 30, 2026. Artivion does not undertake to update its forward-looking statements, whether as a result of new information, future events, or otherwise.


Page 4 of 11

Artivion, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income
In Thousands, Except Per Share Data
(Unaudited)

Three Months Ended
June 30,		 Six Months Ended
June 30,
2026 2025 2026 2025
Revenues:
Products $ 99,905  $ 87,444  $ 191,347  $ 166,242 
Preservation services 25,852  25,528  50,747  45,708 
Total revenues 125,757  112,972  242,094  211,950 
Cost of products and preservation services:
Products 33,991  28,315  63,688  53,578 
Preservation services 11,249  11,545  22,441  21,683 
Total cost of products and preservation services 45,240  39,860  86,129  75,261 
Gross margin 80,517  73,112  155,965  136,689 
Operating expenses:
General, administrative, and marketing 79,826  57,665  140,646  112,369 
Research and development 9,055  7,063  17,896  13,791 
Total operating expenses 88,881  64,728  158,542  126,160 
Operating (loss) income (8,364) 8,384  (2,577) 10,529 
Interest expense 7,253  7,270  12,620  14,933 
Interest income (367) (68) (572) (212)
Losses on inducement/extinguishment of debt —  2,664  —  2,664 
Other income (3,551) (4,964) (3,265) (8,043)
(Loss) income before income taxes (11,699) 3,482  (11,360) 1,187 
Income tax expense 1,811  2,137  733  347 
Net (loss) income $ (13,510) $ 1,345  $ (12,093) $ 840 
(Loss) income per share
Basic $ (0.28) $ 0.03  $ (0.25) $ 0.02 
Diluted $ (0.28) $ 0.03  $ (0.25) $ 0.02 
Weighted-average common shares outstanding:
Basic 48,541  44,296  48,309  43,270 
Diluted 48,541  45,378  48,309  44,503 
Net (loss) income $ (13,510) $ 1,345  $ (12,093) $ 840 
Other comprehensive (loss) income:
Foreign currency translation adjustments, net of tax (911) 15,768  (9,757) 22,099 
Comprehensive (loss) income $ (14,421) $ 17,113  $ (21,850) $ 22,939 
Page 5 of 11

Artivion, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
In Thousands
June 30,
2026		 December 31,
2025
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 77,316  $ 64,908 
Trade receivables, net 97,928  89,758 
Other receivables 12,835  13,921 
Inventories 103,364  92,427 
Deferred preservation costs 53,365  54,531 
Prepaid expenses and other 26,572  42,537 
Total current assets 371,380  358,082 
Goodwill 349,862  254,091 
Acquired technology, net 149,274  123,664 
Operating lease right-of-use assets, net 36,580  34,701 
Property and equipment, net 73,699  64,988 
Other intangibles, net 74,696  32,831 
Deferred tax assets, net 1,216  1,201 
Other long-term assets 15,227  15,238 
Total assets $ 1,071,934  $ 884,796 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 20,870  $ 16,042 
Accrued compensation 17,843  22,484 
Accrued expenses 16,252  16,447 
Accrued interest 6,526  4,815 
Taxes payable 5,580  7,489 
Accrued procurement fees 1,541  3,436 
Current portion of contingent consideration 25,000  20,690 
Current maturities of operating leases 5,058  4,649 
Current portion of finance lease obligations 860  726 
Other current liabilities 7,401  4,778 
Total current liabilities 106,931  101,556 
Long-term debt, net 363,423  215,114 
Non-current contingent consideration 71,517  39,890 
Non-current maturities of operating leases 35,824  34,427 
Deferred tax liabilities, net 25,884  24,308 
Deferred compensation liability 10,739  9,464 
Non-current finance lease obligations 2,802  2,698 
Other long-term liabilities 9,229  9,107 
Total liabilities $ 626,349  $ 436,564 
Commitments and contingencies
Stockholders’ equity:
Preferred stock $0.01 par value per share, 5,000 shares authorized, no shares issued —  — 
Common stock $0.01 par value per share, 75,000 shares authorized, 50,179 and 49,330 shares issued as of June 30, 2026 and December 31, 2025, respectively
 502  493 
Additional paid-in capital 535,798  516,604 
Retained deficit (63,591) (51,498)
Accumulated other comprehensive loss (12,476) (2,719)
Treasury stock, at cost, 1,487 shares as of June 30, 2026 and December 31, 2025 (14,648) (14,648)
Total stockholders’ equity 445,585  448,232 
Total liabilities and stockholders’ equity $ 1,071,934  $ 884,796 
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Artivion, Inc. and Subsidiaries
Condensed Consolidated Statement of Cash Flows
In Thousands
(Unaudited)
Six Months Ended
June 30,
2026 2025
Net cash flows from operating activities:
Net (loss) income $ (12,093) $ 840 
Adjustments to reconcile net (loss) income to net cash from operating activities:
Depreciation and amortization 13,088  10,984 
Non-cash compensation 16,578  14,167 
Non-cash lease expense 2,612  2,510 
Write-down of inventories and deferred preservation costs 2,368  2,379 
Deferred income taxes (1,421) (231)
Change in fair value of contingent consideration 9,710  (210)
Losses on inducement/extinguishment of debt —  2,664 
Other (2,590) (7,423)
Changes in operating assets and liabilities, net of acquisition:
Receivables (7,971) (9,660)
Inventories and deferred preservation costs (10,752) (5,521)
Prepaid expenses and other assets (5,271) (6,215)
Accounts payable, accrued expenses, and other liabilities (4,370) (6,226)
Net cash flows used in operating activities (112) (1,942)
Net cash flows from investing activities:
Capital expenditures (18,751) (6,925)
Acquisition of Endospan, net of cash acquired (116,661) — 
Payments related to sale of non-financial assets (1,500) — 
Other (3,000) — 
Net cash flows used in investing activities (139,912) (6,925)
Net cash flows from financing activities:
Proceeds from issuance of long-term debt, net 148,875  — 
Repayment of debt —  (134)
Proceeds from exercise of stock options and issuance of common stock 2,625  4,459 
Proceeds from financing insurance premiums 3,217  3,117 
Principal payments on short-term notes payable (1,440) (554)
Other (426) (353)
Net cash flows provided by financing activities 152,851  6,535 
Effect of exchange rate changes on cash and cash equivalents (419) 2,345 
Increase in cash and cash equivalents 12,408  13 
Cash and cash equivalents beginning of period 64,908  53,463 
Cash and cash equivalents end of period $ 77,316  $ 53,476 
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Artivion, Inc. and Subsidiaries
Financial Highlights
In Thousands
(Unaudited)
Three Months Ended
June 30,		 Six Months Ended
June 30,
2026 2025 2026 2025
Products:
Aortic stent grafts $ 46,414 $ 39,841 $ 90,811 $ 76,443
On-X 30,506 25,572 56,457 47,146
Surgical sealants 19,287 19,288 38,092 37,394
Other 3,698 2,743 5,987 5,259
Total products 99,905  87,444  191,347  166,242 
Preservation services 25,852 25,528 50,747 45,708
Total revenues $ 125,757  $ 112,972  $ 242,094  $ 211,950 
North America $ 62,333 $ 57,569 $ 121,028 $ 105,362
Europe, the Middle East, and Africa 44,548 38,713 88,534 75,758
Asia Pacific 12,169 11,131 20,859 19,345
Latin America 6,707 5,559 11,673 11,485
Total revenues $ 125,757  $ 112,972  $ 242,094  $ 211,950 

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Artivion, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP
Revenues 
$ In Thousands
(Unaudited)

Revenues for the
Three Months Ended
June 30,		 Percent
Change
From Prior
Year
2026 2025
US GAAP US GAAP Exchange Rate Effect Constant Currency Constant Currency
Products:
Aortic stent grafts $ 46,414  $ 39,841  $ 1,632  $ 41,473  12%
On-X 30,506  25,572  311  25,883  18%
Surgical sealants 19,287  19,288  361  19,649  -2%
Other 3,698  2,743  7  2,750  34%
Total products 99,905  87,444  2,311  89,755  11%
Preservation services 25,852  25,528  20  25,548  1%
Total $ 125,757  $ 112,972  $ 2,331  $ 115,303  9%
North America 62,333  57,569  50  57,619  8%
Europe, the Middle East, and Africa 44,548  38,713  1,781  40,494  10%
Asia Pacific 12,169  11,131  —  11,131  9%
Latin America 6,707  5,559  500  6,059  11%
Total $ 125,757  $ 112,972  $ 2,331  $ 115,303  9%

Revenues for the
Six Months Ended
June 30,		 Percent
Change
From Prior
Year
2026 2025
US GAAP US GAAP Exchange Rate Effect Constant Currency Constant Currency
Products:
Aortic stent grafts $ 90,811 $ 76,443 $ 5,509  $ 81,952  11%
On-X 56,457 47,146 945  48,091 17%
Surgical sealants 38,092 37,394 1,110  38,504 -1%
Other 5,987 5,259 32  5,291 13%
Total products 191,347  166,242  7,596  173,838  10%
Preservation services 50,747 45,708 41  45,749 11%
Total $ 242,094  $ 211,950  $ 7,637  $ 219,587  10%
North America 121,028  105,362  136  105,498  15%
Europe, the Middle East, and Africa 88,534  75,758  6,462  82,220  8%
Asia Pacific 20,859  19,345  —  19,345  8%
Latin America 11,673  11,485  1,039  12,524  -7%
Total $ 242,094  $ 211,950  $ 7,637  $ 219,587  10%
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Artivion, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP
General, Administrative, and Marketing Expense, EBITDA, Adjusted EBITDA, and Free Cash Flows
In Thousands
(Unaudited)
Three Months Ended
June 30,		 Six Months Ended
June 30,
2026 2025 2026 2025
Reconciliation of G&A expenses, GAAP to adjusted G&A, non-GAAP:
General, administrative, and marketing expense, GAAP $ 79,826  $ 57,665  $ 140,646  $ 112,369 
Business development, integration, and severance 19,834  3,050  22,848  266 
Cybersecurity incident —  1,243  (1,478) 5,693 
Adjusted G&A, non-GAAP $ 59,992  $ 53,372  $ 119,276  $ 106,410 
Three Months Ended
June 30,		 Six Months Ended
June 30,
2026 2025 2026 2025
Reconciliation of net (loss) income, GAAP and EBITDA, non-GAAP to adjusted EBITDA, non-GAAP:
Net (loss) income, GAAP $ (13,510) $ 1,345  $ (12,093) $ 840 
Adjustments:
Interest expense 7,253  7,270  12,620  14,933 
Interest income (367) (68) (572) (212)
Income tax expense 1,811  2,137  733  347 
Depreciation and amortization expense 6,748  5,538  13,088  10,984 
EBITDA, non-GAAP 1,935  16,222  13,776  26,892 
Non-cash compensation 8,164  6,122  16,578  14,167 
Business development, integration, and severance 15,538  2,568  18,022  (489)
Cybersecurity incident —  1,683  (1,478) 6,429 
Losses on inducement/extinguishment of debt —  2,664  —  2,664 
Loss (gain) on foreign currency revaluation 746  (4,495) 1,568  (7,351)
Adjusted EBITDA, non-GAAP $ 26,383  $ 24,764  $ 48,466  $ 42,312 
Three Months Ended
June 30,		 Six Months Ended
June 30,
2026 2025 2026 2025
Reconciliation of cash flows from operating activities, GAAP to free cash flows, non-GAAP:
Net cash flows (used in) provided by operating activities $ (1,266) $ 15,011  $ (112) $ (1,942)
Capital expenditures (10,748) (3,287) (18,751) (6,925)
Free cash flows, non-GAAP $ (12,014) $ 11,724  $ (18,863) $ (8,867)
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Artivion, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP
Net Income and Diluted Income Per Common Share
In Thousands, Except Per Share Data
(Unaudited)
Three Months Ended
June 30,		 Six Months Ended
June 30,
2026 2025 2026 2025
GAAP:
(Loss) income before income taxes $ (11,699) $ 3,482  $ (11,360) $ 1,187 
Income tax expense 1,811  2,137  733  347 
Net (loss) income $ (13,510) $ 1,345  $ (12,093) $ 840 
Diluted (loss) income per common share $ (0.28) $ 0.03  $ (0.25) $ 0.02 
Diluted weighted-average common shares outstanding 48,541  45,378  48,309  44,503 
Reconciliation of (loss) income before income taxes, GAAP to adjusted income, non-GAAP:
(Loss) income before income taxes, GAAP: $ (11,699) $ 3,482  $ (11,360) $ 1,187 
Adjustments:
Amortization expense 4,226  3,427  8,137  6,815 
Business development, integration, and severance 15,538  2,568  18,022  (489)
Non-cash interest expense 396  485  711  1,028 
Cybersecurity incident —  1,683  (1,478) 6,429 
Losses on inducement/extinguishment of debt —  2,664  —  2,664 
Adjusted income before income taxes, non-GAAP 8,461  14,309  14,032  17,634 
Income tax expense calculated at a tax rate of 25% 2,115  3,577  3,508  4,408 
Adjusted net income, non-GAAP $ 6,346  $ 10,732  $ 10,524  $ 13,226 
Reconciliation of diluted (loss) income per common share, GAAP to adjusted diluted income per common share, non-GAAP:
Diluted (loss) income per common share, GAAP: $ (0.28) $ 0.03  $ (0.25) $ 0.02 
Adjustments:
Amortization expense 0.09  0.07  0.17  0.15 
Business development, integration, and severance 0.31  0.06  0.36  (0.01)
Non-cash interest expense 0.01  0.01  0.02  0.02 
Cybersecurity incident —  0.03  (0.03) 0.14 
Losses on inducement/extinguishment of debt —  0.06  —  0.06 
Tax effect of non-GAAP adjustments (0.10) (0.06) (0.13) (0.09)
Effect of 25% tax rate 0.10  0.04  0.07  0.01 
Adjusted diluted income per common share, non-GAAP $ 0.13  $ 0.24  $ 0.21  $ 0.30 
Reconciliation of diluted weighted-average common shares outstanding GAAP to diluted weighted-average common shares outstanding, non-GAAP:
Diluted weighted-average common shares outstanding, GAAP: 48,541  45,378  48,309  44,503 
Adjustments:
Effect of dilutive stock options and awards 1,077  —  1,360  — 
Diluted weighted-average common shares outstanding, non-GAAP 49,618  45,378  49,669  44,503 
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