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Shoulder Innovations (NYSE: SI) 2025 revenue jumps 50% as losses widen

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(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Shoulder Innovations reported strong growth but widening losses for the fourth quarter and full year 2025, and announced that director Michael Carusi will not stand for re-election at the 2026 annual meeting, a decision the company says is not due to any disagreement with management or the board.

Fourth quarter net revenue rose 65% to $14.4 million, while full-year net revenue increased 50% to $47.3 million, driven by higher implant system volumes and new customers. Gross margin remained high at about 77% for both the quarter and the year, reflecting attractive product economics.

Despite this growth, operating expenses climbed sharply, leading to a 2025 operating loss of $26.3 million and a net loss of $40.4 million. The company ended 2025 with $124.3 million in cash, cash equivalents and marketable securities, and issued 2026 net revenue guidance of $62 million to $65 million, implying growth of roughly 31% to 37% over 2025.

Positive

  • None.

Negative

  • None.

Insights

High growth and margins, but losses and spending are expanding.

Shoulder Innovations delivered rapid scaling in 2025, with net revenue reaching $47.3M, up 50%, and gross margin of about 76.5%. The business is clearly gaining commercial traction, with strong implant volume growth and more core and contender surgeons.

However, selling, general and administrative expenses rose to $54.8M and R&D to $7.7M, contributing to a full-year net loss of $40.4M and Adjusted EBITDA loss of $36.1M. Management links higher spending to commercial headcount, litigation-related legal costs, public company expenses and product development.

Management’s 2026 net revenue outlook of $62M–$65M implies 31–37% growth over 2025, suggesting confidence in continued adoption. The year-end liquidity position of $124.3M in cash and marketable securities provides a buffer to support ongoing investment while the company works toward narrowing operating losses over future periods.

0001699350false00016993502026-03-102026-03-10

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): March 10, 2026
___________________________________________
SHOULDER INNOVATIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware001-4277127-0538764
(State or other jurisdiction of
incorporation)
(Commission File Number)(IRS Employer
Identification No.)
1535 Steele Avenue SW, Suite B
Grand Rapids, Michigan
49507
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (616) 294-1026
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 (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 classTrading symbolName of each exchange on which registered
Common Stock,$0.001 par value per shareSINew York Stock Exchange
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 x

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 March 10, 2026, Shoulder Innovations, Inc. (the “Company”) issued a press release announcing financial results for the fourth quarter and year ended December 31, 2025. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Current Report on Form 8-K (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 6, 2026, Michael Carusi, a Class I director of the Company's Board of Directors ("Board"), notified the Company of his intention to not stand for re-election at the Company's at the 2026 Annual Meeting of Stockholders (the "Annual Meeting") upon the conclusion of his current term. Mr. Carusi's term with the Board will conclude effective on the date of the Annual Meeting. Mr. Carusi's decision was not the result of any disagreement with the management or the Board on any matter relating to the Company’s operations, policies or practices.
Item 9.01    Financial Statements and Exhibits.
(d)Exhibits:
99.1
Press Release of the Company, dated March 10, 2026.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).
2


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: Mach 10, 2026SHOULDER INNOVATIONS, INC.
(Registrant)
/s/ Jeffrey Points
Jeffrey Points
Chief Financial Officer
3
Exhibit 99.1


Shoulder Innovations Reports Fourth Quarter and Full Year 2025 Financial Results
Fourth Quarter Net Revenue Growth Accelerates to 65% Year-Over-Year
Grand Rapids, MI – March 10, 2026 – Shoulder Innovations, Inc. (Shoulder Innovations, or the company) (NYSE: SI), a commercial-stage medical technology company exclusively focused on transforming the shoulder surgical care market, today reported financial results for the fourth quarter and full year ended December 31, 2025.
Financial Highlights
Generated net revenue of $14.4 million in the fourth quarter, a 65% increase over the prior year quarter
Generated net revenue of $47.3 million for the full year, a 50% increase over the prior year
Achieved gross margin of 76.7% for the fourth quarter and 76.5% for the full year
Initiating full year 2026 net revenue guidance of $62 million to $65 million, representing growth of approximately 31% to 37% over full year 2025 net revenue

Full Year and Recent Business Highlights
Sold 1,976 total implant systems in the fourth quarter, a 62% increase over the prior year quarter
Ended 2025 with 134 core surgeons and contender surgeons, a 61% increase over the prior year
Commenced limited user release of the InSet™ I-135RFX Humeral Stem for primary, revision, and certain fracture indications of the humeral head
Commenced limited user release of the N-22 Humeral Head for patients with metal hypersensitivity
Appointed Drew Hykes, former CEO of Inari Medical, to Board of Directors
Announced a strategic partnership with Interventional Systems to introduce a robotic platform for shoulder arthroplasty
"2025 was a transformational year for Shoulder Innovations. We continued to add new surgeon customers at an accelerated pace, drove rapid commercial adoption of our advanced implant systems, and solidified our position as an innovation leader in the shoulder space, all while beginning our journey as a public company," said Rob Ball, CEO of Shoulder Innovations. “These efforts culminated in record full-year net revenue of $47.3 million, representing an exceptional 50% increase year-over-year, supported by accelerating growth in the second half of the year.”
Mr. Ball continued, "Looking into 2026, our momentum remains strong. Our key strategic priorities are focused on delivering sustained growth through world class execution and innovation. With a growing product portfolio, a comprehensive enabling technology strategy, our expanding commercial talent, and a strong balance sheet, we believe we are well positioned to further extend and strengthen our leadership position in shoulder surgical care in the years ahead.”
Fourth Quarter 2025 Financial Results



Net revenue in the fourth quarter of 2025 increased 65% to $14.4 million, compared to $8.7 million in the fourth quarter of 2024. The increase was due to an increase in the number of implant systems sold, as well as an increase in the number of new customers.
Gross margin in the fourth quarter of 2025 was 76.7%, compared to 77.6% in the fourth quarter of 2024.
Selling, general, and administrative expenses in the fourth quarter of 2025 increased 79% to $16.3 million, compared to $9.1 million in the fourth quarter of 2024. The increase was primarily due to increased headcount in the commercial organization, higher legal costs related to litigation, higher variable selling expenses, and increased costs associated with becoming a public company.
Research and development expenses in the fourth quarter of 2025 increased 176% to $3.2 million, compared to $1.2 million in the fourth quarter of 2024. The increase was due to investment in new product development efforts, including an initial milestone payment and development related to the robotic platform strategic partnership.
Operating loss in the fourth quarter of 2025 was $8.5 million, compared to a loss of $3.5 million in the fourth quarter of 2024. Net loss in the fourth quarter of 2025 was $7.8 million, compared to a net loss of $3.8 million in the fourth quarter of 2024. The increase in operating loss and net loss was primarily related to increased operating expenses.
Adjusted EBITDA in the fourth quarter of 2025 was a loss of $7.0 million, compared to a loss of $2.6 million in the fourth quarter of 2024. The increase in loss was primarily due to the aforementioned increased operating expenses.
Full Year 2025 Financial Results
Net revenue in the full year of 2025 increased 50% to $47.3 million, compared to $31.6 million in the full year of 2024. The increase was due to an increase in the number of implant systems sold, as well as an increase in the number of new customers.
Gross margin in the full year of 2025 was 76.5%, compared to 77.0% in the full year of 2024.
Selling, general, and administrative expenses in the full year of 2025 increased 59% to $54.8 million, compared to $34.5 million in the full year of 2024. The increase was primarily due to increased headcount in the commercial organization, higher legal costs related to litigation, higher variable selling expenses, and increased costs associated with becoming a public company.
Research and development expenses in the full year of 2025 increased 72% to $7.7 million, compared to $4.5 million in the full year of 2024. The increase was due to investment in new product development efforts, including the aforementioned initial milestone payment and development related to the robotic platform strategic partnership.
Operating loss in the full year of 2025 was $26.3 million, compared to a loss of $14.7 million in the full year of 2024. Net loss in the full year of 2025 was $40.4 million, compared to a net loss of $15.6 million in the full year of 2024. The increase in operating loss and net loss was primarily related to increased operating expenses and changes in the fair value of the company’s preferred stock warrant liability and convertible notes.
Adjusted EBITDA in the full year of 2025 was a loss of $36.1 million, compared to a loss of $11.4 million in the full year of 2024. The increase in loss was primarily due to the



aforementioned increased operating expenses and changes in the fair value of the company’s preferred stock warrant liability and convertible notes.
As of December 31, 2025, cash and cash equivalents, and marketable securities totaled $124.3 million.
2026 Financial Outlook
Shoulder Innovations expects net revenue for the full year 2026 to be in the range of $62 million to $65 million, representing growth of approximately 31% to 37% over full year 2025 net revenue.
Conference Call
Management will host a conference call today, March 10, 2026, at 4:30 p.m. ET / 1:30 p.m. PT to discuss the company’s fourth quarter and full year 2025 financial results. Those interested in listening to the conference call may do so by dialing (877) 407-8216 for domestic callers or (412) 902-1015 for international callers and providing access code 13758375. A live and archived webcast of the event will be available in the "Investor Relations" section of the Shoulder Innovations website at https://ir.shoulderinnovations.com.
Use of Non-GAAP Financial Measures and Key Business Metrics
In addition to our results and measures of performance determined in accordance with U.S. GAAP, we believe that non-GAAP financial measures can be useful in evaluating and comparing our financial and operational performance over multiple periods, identifying trends affecting our business, formulating business plans and making strategic decisions. We use and present Adjusted EBITDA for this purpose. We define Adjusted EBITDA as net loss before interest expense, net, income tax expense, depreciation and amortization, and stock-based compensation expense. We have reconciled our historic non-GAAP financial measures to the applicable most comparable GAAP measures in this press release.
We believe that Adjusted EBITDA, together with a reconciliation to net loss, provides meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our business, results of operations, or outlook. However, Adjusted EBITDA has limitations as an analytical tool, and you should not consider this measure in isolation or as a substitute for analysis of our financial results as reported under U.S. GAAP. Some of these potential limitations include: (i) other companies, including companies in our industry which have similar business arrangements, may report Adjusted EBITDA, or similarly titled measures but calculate them differently, which reduces their usefulness as comparative measures; (ii) although depreciation and amortization expenses are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditures for such replacements or for new capital expenditure requirements; (iii) Adjusted EBITDA also does not reflect changes in, or cash requirements for, our working capital needs or the potentially dilutive impact of stock-based compensation; and (iv) Adjusted EBITDA does not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on existing or future debt that we may incur. Because of these and other limitations, you should consider Adjusted EBITDA only as supplemental to other GAAP-based financial measures.
In addition, we believe that the number of implant systems sold is a key business metric and a useful indicator of our ability to drive demand for our implant systems, generate net revenue and expand our business. We regularly review a number of operating and financial



metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate our business plan and make strategic decisions.
About Shoulder Innovations
Shoulder Innovations is a commercial-stage medical technology company exclusively focused on transforming the shoulder surgical care market, with a current offering of advanced implant systems for shoulder arthroplasty. These systems are a core element of Shoulder Innovations’ ecosystem, which is designed to improve core components of shoulder surgical care – preoperative planning, implant design and procedural efficiency – to benefit each stakeholder in the care chain. Shoulder Innovations’ ecosystem is also comprised of enabling technologies, efficient instrument systems, specialized support and surgeon-to-surgeon collaboration. Together, these elements seek to address the long-standing clinical and operational challenges in the shoulder surgical care market by delivering predictable outcomes, procedural simplicity, and efficiency across all sites of care.




Forward-Looking Statements
This press release contains, and other communications of the company may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “outlook,” “forecast,” “target,” “trend,” “plan,” “goal,” or other words of comparable meaning or future-tense or conditional verbs such as “may,” “will,” “should,” “would,” or “could.”
Statements concerning the company’s future are forward-looking statements, and are based on management’s current expectations, assumptions and beliefs about the company’s business, financial performance, creation of long-term shareholder value, operating results, the industry in which we operate and possible future events. These statements include, but are not limited to, statements regarding the company’s anticipated growth prospects and future operating and financial performance. Forward-looking statements convey the company’s expectations, intentions, or forecasts about future events, circumstances, results, or aspirations. Forward-looking statements are not guarantees of future results and are subject to risks, uncertainties, assumptions and other important factors, which may change over time and many of which are beyond the company’s control, and which could cause the company’s actual results to materially and adversely differ from those expressed in any forward-looking statement, including (i) our history of significant net losses; (ii) failure to manage the growth of our business; (iii) our inability to compete successfully against our existing or potential competitors; (iv) failure to develop, retain, or expand an effective dedicated commercial leadership team; (v) risks associated with litigation; (vi) our dependence upon the adoption of our implant systems by hospitals, ambulatory surgery centers, surgeons and patients; (vii) our ability to enhance our implant systems, expand our indications and develop and commercialize additional products in a timely manner; (viii) risks associated with our third-party manufacturers and suppliers; (ix) demand forecasts for our implant systems; (x) our ability to demonstrate to shoulder specialists or key opinion leaders the merits of our implant systems; (xi) federal and state healthcare laws and government regulation and oversight over our devices and operations; (xii) our ability to obtain and maintain patent and other intellectual property protection over our products; (xiii) risks associated with our common stock; and (xiv) the other important factors described in our most recently filed Annual Report on Form 10-K and subsequent other filings with the Securities and Exchange Commission.
These documents are available in the Investor Relations section of the company’s website at www.shoulderinnovations.com (information on the website is not incorporated by reference into this presentation and should not be considered part of this document).
You should not place undue reliance on forward-looking statements. The information in this press release is provided as of today’s date only, and, except as required by federal securities law, we do not undertake to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changing circumstances or for any other reason after today.
Contact
Brian Johnston or Sam Bentzinger
Gilmartin Group LLC
ir@shoulderinnovations.com




Shoulder Innovations, Inc.
Condensed Statements of Operations and Comprehensive Loss
(Unaudited)
(in thousands, except share and per share amounts)

Three Months Ended
Twelve Months Ended

December 31, 2025December 31, 2024December 31, 2025December 31, 2024
Net Revenue
$14,416 $8,725 $47,317 $31,623 
Cost of Goods Sold
3,359 1,957 11,115 7,282 
Gross Profit
11,057 6,768 36,202 24,341 
Selling, General, and Administrative Expenses
16,340 9,137 54,768 34,505 
Research and Development
3,217 1,167 7,731 4,489 
Operating Loss
(8,500)(3,536)(26,297)(14,653)
Other Expense







Interest expense, net
(591)391 70 1,316 
Change in fair value of convertible notes, net— — 2,217 — 
Change in fair value of Series E purchase option
— — 11,719 — 
Other expense (income), net
(137)(135)56 (350)
Total Other Expense
(728)256 14,062 966 
Loss before income tax expense
(7,772)(3,792)(40,359)(15,619)
Income Tax Expense
— — — — 
Net Loss
(7,772)(3,792)(40,359)(15,619)

Other Comprehensive (loss), net
Unrealized gain (loss) on marketable securities
78 (205)(80)(159)
Total Other Comprehensive loss (income), net
78 (205)(80)(159)
Comprehensive loss
$(7,694)$(3,997)$(40,439)$(15,778)

Net loss per share attributed to common stock – basic and diluted:
Net loss per share
$(0.38)$(45.22)$(4.65)$(242.04)
Weighted average shares outstanding:
Weighted average common shares outstanding – basic and diluted
20,603,017 83,882 8,673,148 64,530 






Shoulder Innovations, Inc.
Condensed Balance Sheets
(Unaudited)
(in thousands, except share and per share amounts)

December 31, 2025December 31, 2024
Assets



Current Assets



Cash and cash equivalents
$26,871 $6,123 
Marketable securities
97,434 8,921 
Trade accounts receivable, net of allowance for credit losses
8,268 5,122 
Inventories, net
21,591 13,955 
Prepaid expenses
1,518 431 
Other current assets
1,483 573 
Total Current Assets
157,165 35,125 
Property and equipment, net
12,532 7,487 
Operating lease right-of-use asset
110 68 
Intangible assets, net
100 400 
Total Assets
169,907 43,080 
Liabilities, Convertible Preferred Stock, and Stockholders’ Equity (Deficit)
Current Liabilities
Accounts payable
8,874 4,860 
Current operating lease obligations
62 47 
Accrued liabilities
5,259 2,740 
Total Current Liabilities
14,195 7,647 
Long-Term Liabilities
Preferred stock warrant liability
— 970 
Long-term debt
14,911 14,658 
Long-term operating lease obligations
51 25 
Total Long-Term Liabilities
14,962 15,653 
Total Liabilities
29,157 23,300 
Commitments and contingencies



Convertible Preferred Stock
— 

74,475 
Stockholders’ Equity (Deficit)



Common stock, $0.001 par value, 730,000,000 and $212,366,763 shares authorized and 20,623,457 and $83,882 shares issued and outstanding as of December 31, 2025 and of December 31, 2024, respectively
21 1
Preferred stock, $0.001 par value, 20,000,000 and no shares authorized and no shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively
— — 
Additional paid-in capital
238,012 2,148 
Accumulated deficit
(97,400)(57,041)
Accumulated other comprehensive income
117 197
Total Stockholders’ Equity (Deficit)
140,750 (54,695)
Total Liabilities, Convertible Preferred Stock, and Stockholders’ Equity (Deficit)
$169,907 $43,080 






Shoulder Innovations, Inc.
Reconciliation of Reported Net Loss to Adjusted EBITDA
(Unaudited)
(in thousands, except share and per share amounts)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
2025202420252024
Net loss
$(7,772)$(3,792)$(40,359)$(15,619)
Interest expense, net
(591)391 70 1,316 
Income tax expense
— — — — 
Depreciation and amortization expense
980 619 3,208 2,196 
Stock-based compensation expense
381 179 996 754 
Adjusted EBITDA
$(7,002)$(2,603)$(36,085)$(11,353)



FAQ

How did Shoulder Innovations (SI) perform financially in full year 2025?

Shoulder Innovations grew rapidly in 2025 but remained unprofitable. Net revenue rose 50% to $47.3 million with a 76.5% gross margin, while operating loss reached $26.3 million and net loss totaled $40.4 million as the company increased spending to support growth and new initiatives.

What were Shoulder Innovations’ (SI) fourth quarter 2025 results?

Fourth quarter 2025 showed strong revenue growth but higher losses. Net revenue increased 65% to $14.4 million and gross margin was 76.7%. However, operating loss widened to $8.5 million and net loss to $7.8 million, driven mainly by higher selling, general, administrative and research and development expenses.

What 2026 guidance did Shoulder Innovations (SI) provide for net revenue?

The company issued 2026 net revenue guidance of $62 million to $65 million. This outlook represents expected growth of approximately 31% to 37% over full-year 2025 net revenue of $47.3 million, reflecting management’s confidence in continued demand for its shoulder implant systems and related technologies.

What is Shoulder Innovations’ (SI) cash position as of December 31, 2025?

Shoulder Innovations reported a strong year-end liquidity position. As of December 31, 2025, cash, cash equivalents and marketable securities totaled $124.3 million, providing significant financial flexibility to fund commercial expansion, research and development, and other strategic initiatives described by management.

Did Shoulder Innovations (SI) announce any board changes in this filing?

Yes, director Michael Carusi will not stand for re-election in 2026. He informed the company on March 6, 2026 that his term will conclude at the 2026 Annual Meeting of Stockholders, and the company states his decision is not due to any disagreement with management or the board.

How is Shoulder Innovations (SI) using Adjusted EBITDA as a performance measure?

The company uses Adjusted EBITDA to supplement GAAP results. It defines Adjusted EBITDA as net loss before interest, income taxes, depreciation, amortization and stock-based compensation. For 2025, Adjusted EBITDA was a loss of $36.1 million, compared to an $11.4 million loss in 2024, highlighting increased operating investment.

Filing Exhibits & Attachments

4 documents
Shoulder Innovations, Inc.

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