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Sanara MedTech Inc. filings document a Nasdaq-listed medical technology company focused on surgical products for wound care, wound irrigation and bone fusion. Current Reports on Form 8-K record quarterly and annual results, preliminary financial information, investor presentations, strategic priorities, material-event disclosures and exhibits tied to press releases.
Proxy materials cover annual meeting matters, board and governance disclosures, executive compensation and shareholder voting. The filing record also includes disclosure categories for material agreements, capital structure, operating results and business realignment, including discontinued operations treatment for Tissue Health Plus.
MiMedx Group plans to acquire Sanara MedTech in a cash-and-stock deal valued at $35 per Sanara share, implying an enterprise value of about $350 million. Sanara holders would receive $33.00 in cash plus 0.4735 MiMedx shares per share, funded with cash on hand and a new $300 million term loan (SOFR + 6.25%). Boards of both companies unanimously approved the transaction, which is expected to close by year-end 2026, subject to Sanara shareholder and regulatory approvals.
For the quarter ended June 30, 2026, MiMedx reported net sales of $64.4 million, down 35% from $98.6 million a year earlier, as Wound sales fell 61% due to Medicare reimbursement changes, while Surgical sales grew 15% to $39.3 million. Gross margin declined to 69% from 81%, and MiMedx recorded a net loss of $14.8 million versus prior-year net income of $9.6 million; Adjusted EBITDA was −$8.1 million with a −12.6% margin. Cash and cash equivalents were $135.8 million, with net cash of $119 million.
The company implemented cost reductions targeting about $40 million in annualized savings and reaffirmed 2026 net sales guidance of $260–$290 million, with Adjusted EBITDA expected to approach breakeven. Management projects the combined MiMedx–Sanara business will generate well over $400 million in revenue in the first full year post-close and achieve an Adjusted EBITDA margin above 20%, supported by more than $20 million in anticipated run-rate cost synergies by 2027.
Sanara MedTech Inc. entered into a Merger Agreement under which it will be acquired by MiMedx Group, Inc. via a merger of Mustang Merger Sub, Inc. into Sanara, leaving Sanara as a wholly owned subsidiary of MiMedx.
Each outstanding Sanara share (excluding specified shares and appraisal shares) will be converted into the right to receive $33.00 in cash plus 0.4735 shares of MiMedx common stock, with the stock portion valued at $2.00 per share based on a five-day average MiMedx price. Sanara restricted stock and options will be cashed out on similar value terms.
The deal requires approval by a majority of outstanding Sanara shares, regulatory clearances (including Hart-Scott-Rodino), effectiveness of a MiMedx Form S-4, Nasdaq listing of MiMedx shares issued, and absence of a Material Adverse Effect. A voting agreement covers holders of approximately 38.9% of Sanara’s voting power, supporting approval. The agreement includes mutual termination rights and termination fees of $22,540,785 payable by Sanara in specified scenarios and $9,660,336 payable by MiMedx if it fails to close when required. Upon completion, Sanara’s stock will be delisted and deregistered.
Sanara MedTech Inc. agreed to be acquired by MiMedx Group through a definitive Agreement and Plan of Merger under which Mustang Merger Sub will merge into Sanara, making Sanara a wholly owned MiMedx subsidiary. For each share of Sanara common stock, holders are entitled at closing to receive $33.00 in cash plus 0.4735 shares of MiMedx common stock, valued at $2.00 per share, for total merger consideration of $35 per Sanara share and an implied enterprise value of approximately $350 million, a 46% premium to Sanara’s 30‑day volume‑weighted average price.
The transaction is unanimously approved by both boards and supported by a Voting Agreement under which specified Sanara stockholders holding about 38.9% of the voting power agree to vote for the deal and against alternative proposals. Closing remains subject to Sanara stockholder approval, expiration of Hart‑Scott‑Rodino and other antitrust and foreign investment waiting periods, SEC effectiveness of MiMedx’s Form S‑4, Nasdaq listing of the MiMedx shares to be issued, absence of injunctions and of any Material Adverse Effect, and other customary conditions. Either party may terminate under agreed circumstances; Sanara would owe MiMedx a $22,540,785 termination fee in certain competing‑bid or failed‑vote scenarios, while MiMedx would owe Sanara $9,660,336 if it fails to close when required. MiMedx expects to finance the cash portion through cash on hand and a new $300 million term loan. Upon completion, Sanara’s stock will be delisted from Nasdaq and deregistered.
MiMedx Group, Inc. agreed to acquire Sanara MedTech Inc. via a cash-and-stock merger in which Sanara will become a wholly owned subsidiary. At closing, each share of Sanara common stock (other than excluded or dissenting shares) will be converted into $33.00 in cash plus 0.4735 shares of MiMedx common stock, together defined as the Merger Consideration. The stock portion was described as representing $2.00 of value per Sanara share based on MiMedx’s five-day average closing price before July 29, 2026, and the new MiMedx shares are expected to list on Nasdaq.
Sanara restricted stock and options will be canceled and converted into cash and MiMedx stock (for restricted stock) or cash based on the Merger Consideration minus exercise price (for options). The deal requires approval by a majority of Sanara shares outstanding, HSR waiting-period expiration, effectiveness of a MiMedx Form S-4 registration statement, Nasdaq listing approval for the new MiMedx shares, and no Material Adverse Effect on Sanara. A voting agreement covers holders representing about 38.9% of Sanara’s voting power. MiMedx obtained a commitment for a $300.0 million first-lien term loan to help finance the transaction and refinance its existing credit facility. Outside dates run to July 29, 2027, extendable to January 29, 2028 for antitrust clearance, and mutual termination-fee protections apply.
Sanara MedTech Inc. reported the results of its annual shareholder meeting, where 6,701,593 shares of common stock were represented. Shareholders elected nine directors, each to serve a one-year term ending at the 2027 annual meeting.
Investors also ratified Weaver and Tidwell, L.L.P. as independent auditor for the year ending December 31, 2026, and approved on an advisory basis the compensation of named executive officers. In a separate advisory vote, shareholders favored holding future say-on-pay votes every three years, and the board adopted this frequency until the expected vote at the 2029 annual meeting.
Salamone Ann Beal reported acquisition or exercise transactions in this Form 4 filing.
Sanara MedTech Inc. director Ann Beal Salamone received a grant of 4,154 shares of restricted common stock as compensation under the company’s 2024 Omnibus Long-Term Incentive Plan. Following this award, she directly holds 26,858 shares of Sanara MedTech common stock.
The restricted stock will vest on the earlier of the company’s 2027 annual shareholder meeting or June 4, 2027, as long as she continues providing certain services to Sanara MedTech through that date.
Ortwein Sara N reported acquisition or exercise transactions in this Form 4 filing.
Sanara MedTech Inc. director Sara N. Ortwein received a grant of 4,616 shares of common stock as restricted stock under the company’s 2024 Omnibus Long-Term Incentive Plan. These shares were awarded at no cash cost and increase her direct holdings to 25,415 shares.
The restricted stock will vest on the earlier of the company’s 2027 annual shareholder meeting or June 4, 2027, as long as she continues providing specified services to Sanara MedTech through that date. This filing reflects a compensation-related equity award rather than an open-market share purchase or sale.
Mack Roszell III reported acquisition or exercise transactions in this Form 4 filing.
Sanara MedTech Inc. director Mack Roszell III received a grant of 5,308 shares of restricted common stock as equity compensation. The award was made at no cash price and increases his direct holdings to 21,842 shares.
The restricted stock will vest on the earlier of the company’s 2027 annual shareholder meeting or June 4, 2027, as long as he continues providing certain services to Sanara MedTech Inc. through that date. The grant was issued under the company’s 2024 Omnibus Long-Term Incentive Plan.
TANZBERGER ERIC D reported acquisition or exercise transactions in this Form 4 filing.
Sanara MedTech Inc. director Eric D. Tanzberger received a grant of 5,308 shares of common stock as restricted stock compensation, at a price of $0.00 per share. After this award, he directly holds 22,966 shares of Sanara MedTech common stock.
The restricted stock was granted under the Sanara MedTech Inc. 2024 Omnibus Long-Term Incentive Plan and will vest on the earlier of the 2027 annual shareholder meeting or June 4, 2027, provided he continues to provide certain services to the company through that date.
Nixon Ronald T reported acquisition or exercise transactions in this Form 4 filing.
Sanara MedTech Inc. director and 10% owner Ronald T. Nixon received a grant of 4,154 shares of restricted common stock as equity compensation. The award was issued under the Sanara MedTech Inc. 2024 Omnibus Long-Term Incentive Plan at no cash cost to him.
The restricted stock will vest on the earlier of the company’s 2027 annual shareholder meeting or June 4, 2027, if he continues providing certain services to the company through that date. Following this grant, he holds 68,196 shares of common stock directly.
In addition, separate from his direct holdings, 963,856 shares are owned of record by CGI Cellerate RX, LLC and 2,452,731 shares are owned of record by FA Sanara, LLC. These entities may share voting and dispositive control with Mr. Nixon and related entities, who disclaim beneficial ownership of those shares except to the extent of their pecuniary interests.