Nuwellis settles E.F. Hutton engagement dispute

Nuwellis, Inc. has settled a contract dispute with E.F.

Rhea-AI Filing Summary

Nuwellis, Inc. has settled a contract dispute with E.F. Hutton & Co. over an engagement letter related to registered securities offerings. Under a Settlement Agreement and Release dated April 24, 2026, Nuwellis agreed to pay $204,000 to Hutton within five days.

The agreement includes no admission of liability, mutual releases of all claims, and an obligation for Hutton to file a stipulation to dismiss the lawsuit with prejudice within two days after receiving the settlement payment.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Settlement Amount: $204,000 Payment timing: Within 5 days Dismissal timing: Within 2 days +1 more

4 metrics

Settlement Amount $204,000 Cash payment to E.F. Hutton under Settlement Agreement

Payment timing Within 5 days Deadline to pay $204,000 after April 24, 2026 agreement

Dismissal timing Within 2 days Hutton to file dismissal with prejudice after receiving payment

Filing date April 24, 2026 Date Nuwellis executed the Settlement Agreement and signed the report

Key Terms

Settlement Agreement and Release, Stipulation of Dismissal with Prejudice, punitive damages, engagement letter

4 terms

Settlement Agreement and Release legal

"On April 24, 2026, the Company entered into a Settlement Agreement and Release"

Stipulation of Dismissal with Prejudice legal

"an agreement by Hutton to file a Stipulation of Dismissal with Prejudice"

punitive damages legal

"The complaint sought compensatory damages, punitive damages, interest, costs and attorneys’ fees."

Punitive damages are extra money a court orders a company or individual to pay beyond the actual loss, intended to punish particularly wrongful conduct and discourage others from doing the same. For investors, punitive damages can signal reputational and financial risk—like a surprise fine that reduces profits and cash on hand—so they matter because they can affect future dividends, credit ratings, and share price.

engagement letter financial

"breached its engagement letter with Hutton to act as its exclusive placement agent"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What legal issue did Nuwellis (NUWE) resolve with E.F. Hutton?

Nuwellis resolved a lawsuit filed by E.F. Hutton over an engagement letter for placement agent services on registered securities offerings. The dispute ended with a Settlement Agreement and Release that closes all related claims between the parties.

How much will Nuwellis (NUWE) pay E.F. Hutton under the settlement?

Nuwellis agreed to pay E.F. Hutton $204,000 as a settlement amount. This payment must be made within five days of the April 24, 2026 Settlement Agreement and fully resolves Hutton’s claims for damages and related costs.

Did Nuwellis admit liability in the E.F. Hutton settlement?

No, the Settlement Agreement explicitly contains no admission of liability by Nuwellis. Instead, both Nuwellis and E.F. Hutton provided mutual releases of all claims tied to the prior engagement letter and the related New York lawsuit.

What happens to the E.F. Hutton lawsuit after Nuwellis pays the settlement?

After Nuwellis pays the $204,000 settlement, E.F. Hutton must file a Stipulation of Dismissal with Prejudice. This filing, due within two days of receiving payment, permanently ends the lawsuit in the New York court.

What was E.F. Hutton originally seeking from Nuwellis (NUWE)?

E.F. Hutton’s complaint sought compensatory damages, punitive damages, interest, costs, and attorneys’ fees. It alleged Nuwellis breached an engagement letter appointing Hutton as exclusive placement agent for one or more registered securities offerings.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/24/2026 - 05:00 PM EDT Learn about SEC filing dates

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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

Date of Report (Date of earliest event reported): April 24, 2026

Nuwellis, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-35312	No. 68-0533453
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

12988 Valley View Road, Eden Prairie, MN		55344
(Address of Principal Executive Offices)		(Zip Code)

(952) 345-4200

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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:

☐
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 $0.0001 per share	NUWE	Nasdaq Capital 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 8.01 Other Events.

E.F. Hutton Suit

As previously announced on February 26, 2026, E.F. Hutton & Co. (“Hutton”) filed a complaint against Nuwellis, Inc. (the “Company”) with the Supreme Court of the State of New York. The complaint alleged, among other things, that the Company breached its engagement letter with Hutton to act as its exclusive placement agent for one or more of the Company’s registered securities offerings. The complaint sought compensatory damages, punitive damages, interest, costs and attorneys’ fees.

On April 24, 2026, the Company entered into a Settlement Agreement and Release (the “Settlement Agreement”) with Hutton, whereby the Company agreed to pay $204,000 (the “Settlement Amount”) to Hutton within five days of execution of the Settlement Agreement.  The Settlement Agreement contained no admission of liability, included a mutual release of all claims, and an agreement by Hutton to file a Stipulation of Dismissal with Prejudice within two days of receiving the Settlement Amount.

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.

Date: April 24, 2026	NUWELLIS, INC.
	By:	/s/ John L. Erb

	Name:	John L. Erb
	Title:	President and Chief Executive Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 21.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 15.7 KB