KORU Medical (NASDAQ: KRMD) extends Command supply deal to 2031

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

KORU Medical Systems, Inc. entered into Amendment No. 1 to its Amended and Restated Manufacturing and Supply Agreement with Command Medical Products, LLC. Command manufactures and supplies KORU’s subassemblies, needle sets and tubing products under this agreement.

The amendment extends the initial term so the agreement now runs through December 31, 2031, with automatic one-year renewals unless either party gives at least 180 days notice not to renew. It also revises pricing and payment terms, including product pricing, annual price adjustments and pass-through cost savings.

The amendment adds requirements for Command to obtain and qualify a second manufacturing site by December 31, 2027, and gives KORU a new right to terminate if Command misses this requirement and does not cure within 30 days. Command becomes the exclusive manufacturer of a limited set of products, wind-up period provisions are broadened, intellectual property ownership and licenses are clarified, assignment rights are made mutual, and a prior non-competition provision is removed. Other termination rights, including for uncured material breach within 45 days, bankruptcy or insolvency, and force majeure events lasting at least 30 days, remain in place.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

Agreement initial term expiry: December 31, 2031 Auto-renewal notice period: 180 days Second site qualification deadline: December 31, 2027 +3 more

6 metrics

Agreement initial term expiry December 31, 2031 New initial term end date after amendment

Auto-renewal notice period 180 days Minimum notice to elect not to renew for another year

Second site qualification deadline December 31, 2027 Deadline for Command to obtain and qualify second manufacturing site

Second site cure period 30 days Time for Command to cure failure to meet second-site requirements

Material breach cure period 45 days Time to cure a material breach before termination right arises

Force majeure duration for termination 30 days Force majeure must continue at least this long for termination

Key Terms

Material Definitive Agreement, wind-up period, force majeure, intellectual property licenses, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01. Entry into a Material Definitive Agreement On June 24, 2026, KORU Medical Systems, Inc."

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

wind-up period financial

"broadening the applicability of the wind-up period rights and obligations"

force majeure regulatory

"in the event of force majeure continuing for at least thirty (30) days"

Force majeure is a legal concept that refers to unexpected events beyond anyone’s control, such as natural disasters, war, or severe disruptions, that prevent a party from fulfilling their obligations. It matters to investors because it can delay or cancel agreements, affecting the timing and certainty of financial transactions and obligations. Essentially, it acts as a shield for parties facing unforeseen, uncontrollable problems.

intellectual property licenses financial

"clarifying the intellectual property ownership between the parties and the corresponding intellectual property licenses granted"

exclusive manufacturer financial

"establishing Command as the exclusive manufacturer of a limited set of Products"

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Understanding 8-K Material Events →

Available on EDGAR 06/30/2026 - 04:58 PM Accepted by SEC EDGAR 06/30/2026 - 04:57 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) June 24, 2026

KORU Medical Systems, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-12305	13-3044880
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

100 Corporate Drive, Mahwah, NJ	07430
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (845) 469-2042

______________________________________________

(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, $0.01 par value	KRMD	The Nasdaq Stock Market

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 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 1.01. Entry into a Material Definitive Agreement

On June 24, 2026, KORU Medical Systems, Inc. (the “Company”) entered into that certain Amendment No. 1 to Amended and Restated Manufacturing and Supply Agreement (the “Amendment”) with Command Medical Products, LLC (“Command”), which amends that certain Amended and Restated Manufacturing and Supply Agreement dated January 1, 2024 between the Company and Command (the “Agreement”). Under the Agreement, Command manufactures and supplies the Company’s subassemblies, needle sets and tubing products pursuant to the Company’s specifications and purchase orders (the “Products”). The Amendment amends certain provisions of the Agreement for purposes of, among other things, (i) extending the initial term of the Agreement, (ii) modifying various pricing and payment terms, including Product pricing, annual price adjustments and application of pass-through cost savings, (iii) establishing each party’s rights and obligations with respect to a second manufacturing site, including the obligation for Command to obtain and qualify such second manufacturing site by December 31, 2027 and the Company’s right to terminate the Agreement in the event Command fails to do the same (subject to a thirty (30) day cure period), (iv) establishing Command as the exclusive manufacturer of a limited set of Products, (v) broadening the applicability of the wind-up period rights and obligations, (vi) clarifying the intellectual property ownership between the parties and the corresponding intellectual property licenses granted under the Agreement; (vii) making the assignment rights mutual, and (viii) removing the non-competition provision.

The initial term of the Agreement now expires by its terms on December 31, 2031, however the term of the Agreement will still automatically renew for successive one-year periods unless one party elects not to renew by providing the other party with at least one hundred and eighty (180) days prior notice of its intent not to renew the Agreement. Each party’s termination rights remain unchanged, where either party may terminate the Agreement (i) upon a material breach by the other Party that has not been cured within 45 days, (ii) upon the bankruptcy or insolvency of the other party, (iii) in the event of force majeure continuing for at least thirty (30) days, or (iv) as otherwise expressly set forth in the Agreement. The Amendment provides the Company an additional right to terminate the Agreement in the event Command fails to satisfy the requirements for the second manufacturing site and does not cure such failure within thirty (30) days.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

	Exhibit No.		Description

	10.1		Amendment No. 1 to Amended and Restated Manufacturing and Supply Agreement effective as of June 24, 2026, entered into on June 24, 2026, between KORU Medical Systems, Inc. and Command Medical Products, LLC (filed herewith)

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

- 2 -

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.

	KORU Medical Systems, Inc. (Registrant)

Date: June 30, 2026	By:	/s/ Thomas Adams
		Thomas Adams Chief Financial Officer

- 3 -

Source: View Original Filing on SEC EDGAR

FAQ

What did KORU Medical Systems (KRMD) disclose in this 8-K filing?

KORU Medical Systems disclosed an amendment to its manufacturing and supply agreement with Command Medical Products. The changes extend the agreement’s term, revise pricing and payment terms, and adjust rights around manufacturing sites, exclusivity, intellectual property, and termination conditions.

How long does KORU Medical’s amended manufacturing agreement with Command now run?

The initial term of KORU Medical’s amended agreement with Command now expires on December 31, 2031. After that date, the agreement automatically renews for successive one-year periods unless either party gives at least 180 days’ advance notice of its intent not to renew.

What new second manufacturing site requirements are in KORU Medical’s agreement?

Command must obtain and qualify a second manufacturing site by December 31, 2027. If Command fails to meet these requirements and does not cure the failure within thirty days, KORU Medical gains an additional contractual right to terminate the manufacturing and supply agreement.

Did KORU Medical (KRMD) change exclusivity terms with Command Medical?

Yes. The amendment establishes Command Medical as the exclusive manufacturer of a limited set of KORU Medical products. Other aspects of the relationship, including wind-up period provisions and assignment rights, were also adjusted while keeping existing general termination rights largely unchanged.

What termination rights remain in KORU Medical’s amended Command agreement?

Either party may terminate for an uncured material breach after 45 days, bankruptcy or insolvency of the other party, or a force majeure event lasting at least 30 days. The amendment adds a specific termination right if second-site requirements are missed and not cured within thirty days.

How did the amendment affect intellectual property in KORU Medical’s supply agreement?

The amendment clarifies intellectual property ownership between KORU Medical and Command and the related intellectual property licenses granted. It also makes assignment rights mutual and removes a prior non-competition provision, updating how each party can use and transfer related contract rights.

Filing Exhibits & Attachments

4 documents