Apyx Medical Corporation (APYX) files amendment removing Article EIGHTH

Rhea-AI Filing Summary

Apyx Medical Corporation reported that its stockholders approved an amendment to its Certificate of Incorporation at the August 7, 2025 annual meeting to remove Article EIGHTH and replace it with the phrase “intentionally omitted.” On December 8, 2025, the company filed a Certificate of Amendment with the Delaware Secretary of State to put this change into effect, and the full text of the amendment is included as an exhibit.

8-K Event Classification

2 items: 5.03, 9.01

2 items

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance

The company amended its charter documents, bylaws, or changed its fiscal year.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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

December 8, 2025

Date of Report (date of earliest event reported)

APYX MEDICAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		001-31885		11-2644611
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

5115 Ulmerton Road, Clearwater, Florida 33760

(Address of principal executive offices, zip code)

(727) 384-2323

Registrant’s telephone number, including area code

(Former name or former address, if changed since last report.)

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, par value $0.001 per share		APYX		Nasdaq Global Select Market

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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

As previously reported, Apyx Medical Corporation (the “Company”) held its Annual Meeting of Stockholders on August 7, 2025, at which the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation, as amended (“Certificate of Incorporation”), to remove Article EIGHTH in its entirety and replace it with “intentionally omitted.” (the “Amendment”).

On December 8, 2025, the Company filed a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the Amendment.

For more information about the Amendment, see the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on June 25, 2025, the relevant portions of which are incorporated herein by reference. The information set forth herein is qualified in its entirety by reference to the complete text of the Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
3.1		Certificate of Amendment to the Certificate of Incorporation of Apyx Medical Corporation.
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 hereunto duly authorized.

	APYX MEDICAL CORPORATION
Date: December 12, 2025	By:	/s/ Matthew Hill
	Name:	Matthew Hill
	Title:	Chief Financial Officer, Secretary and Treasurer

FAQ

What corporate action did Apyx Medical (APYX) disclose in this filing?

Apyx Medical disclosed that its stockholders approved an amendment to its Certificate of Incorporation to remove Article EIGHTH and replace it with “intentionally omitted,” and that this change has been formally filed.

When did Apyx Medical (APYX) stockholders approve the amendment to the Certificate of Incorporation?

Stockholders approved the amendment at Apyx Medical’s Annual Meeting of Stockholders on August 7, 2025.

When was the amendment to Apyx Medical’s Certificate of Incorporation filed with Delaware?

Apyx Medical filed the Certificate of Amendment with the Secretary of State of the State of Delaware on December 8, 2025.

Where can investors find the full text of Apyx Medical’s charter amendment?

The complete text of the amendment removing Article EIGHTH is filed as Exhibit 3.1, titled “Certificate of Amendment to the Certificate of Incorporation of Apyx Medical Corporation.”

Which prior Apyx Medical (APYX) document explains the details of this amendment?

Further information about the amendment is contained in Apyx Medical’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on June 25, 2025, which is incorporated by reference.