Welcome to our dedicated page for Nuwellis SEC filings (Ticker: NUWE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Nuwellis, Inc. filings document a Nasdaq-listed medical technology issuer focused on cardiorenal care and ultrafiltration therapy. Form 8-K reports cover operating results, material events, clinical or regulatory disclosures, board appointments and resignations, and resolved litigation matters, while proxy materials describe director elections, auditor ratification, board committee governance, executive compensation, and stockholder voting matters.
Nuwellis, Inc. reported mixed fourth quarter and full year 2025 results. Q4 2025 revenue was $2.4 million, up 4% year over year and 9% sequentially, driven by stronger U.S. console sales and higher circuit pricing. Q4 gross margin improved to 68.2% from 58.4%, while operating loss was about $2.4 million, roughly flat with the prior-year quarter.
For full year 2025, revenue was $8.3 million, down 5% from 2024, with Heart Failure and Pediatrics growth offset by weaker Critical Care. Gross margin for the year was 62.0%. Net loss attributable to common shareholders was $17.5 million, including a $6.4 million non-cash warrant valuation expense and about $0.3 million of executive severance. As of December 31, 2025, Nuwellis had $1.2 million in cash, cash equivalents and restricted cash and no debt, after using $10.8 million of cash in operating activities and raising $6.9 million through equity financings during the year.
Nuwellis, Inc. director David McDonald reported his holdings of nonstatutory stock options in a Form 3. Following the reported positions, one option grant covers 7 underlying shares and another covers 416 underlying shares, both held directly. One option is fully vested and another vests in 12 approximately equal monthly installments.
Nuwellis, Inc. filed an initial ownership report for its Chief Financial Officer, Carisa Schultz. The Form 3 states that, as of the event date of 01/28/2026, no securities of Nuwellis are beneficially owned by the reporting person. An exhibit containing a Power of Attorney is attached.
Nuwellis, Inc. director Katharyn Field filed an initial ownership report on Form 3 stating that she currently has no beneficial ownership of Nuwellis securities. The filing confirms her status as a director and that, as of the reported event date, no company shares or derivatives are attributed to her.
Nuwellis, Inc. director Mika Grasso filed an initial ownership report stating that, as of 01/21/2026, no securities of Nuwellis are beneficially owned. The Form 3 lists no non-derivative or derivative holdings, indicating zero reported ownership at the time of the triggering event.
Nuwellis, Inc. is registering up to 4,279,325 shares of common stock for resale by existing security holders. These shares consist of stock issuable upon exercise of January 2026 pre-funded warrants, common stock purchase warrants, and placement agent warrants.
The company is not selling shares in this offering and will not receive proceeds from resale by the selling stockholders. Nuwellis will receive cash only if the related warrants are exercised for cash, which could total approximately $13.0 million if all warrants are fully exercised. Shares of common stock outstanding were 1,873,892 as of January 31, 2026, and would rise to 6,863,894 if all registered warrants are exercised.
The warrants generally have a strike price of $2.84 per share for investor warrants and $5.0985 per share for placement agent warrants, with holder beneficial ownership limited to 4.99%, or 9.99% upon notice. The filing highlights that substantial resales could pressure the stock price and that warrants may not be exercised if market prices stay below the exercise prices.
Nuwellis, Inc. filed a resale registration covering up to 4,279,325 shares of common stock issuable from previously issued warrants held by selling stockholders. These shares come from January 2026 pre-funded warrants, common stock purchase warrants, January inducement warrants, and placement agent warrants.
Nuwellis will not sell shares directly in this offering and will not receive proceeds from stockholder resales, but may receive up to approximately $28 million if all registered warrants are exercised for cash. As of January 31, 2026, Nuwellis had 1,873,892 shares of common stock outstanding, before any warrant exercises.
Nuwellis, Inc. entered a securities purchase agreement for a private placement of pre-funded and common stock warrants, raising approximately $3.1 million in gross proceeds to support working capital and general corporate purposes. The company also induced an investor to immediately exercise certain existing warrants at a reduced exercise price, generating approximately $2 million of additional gross proceeds and issuing new five-year common stock purchase warrants. As of January 29, 2026, Nuwellis had 1,686,892 shares of common stock outstanding.
Nuwellis agreed to acquire all shares of Rendiatech, Ltd., which holds assets from RenalSense’s bankruptcy, for a mix of cash, 150,000 Nuwellis shares, options to purchase 30,000 shares, additional deferred cash payments, and up to $2,000,000 in earn-out royalties tied to sales of kidney monitoring products. The transaction is subject to closing conditions, including Israeli tax approval. The company also appointed Carisa Schultz as Chief Financial Officer, effective February 2, 2026, with a base salary of $265,000 and eligibility for an annual bonus of up to 40% of base salary and standard change-in-control and indemnification protections.