SANUWAVE Health (NASDAQ: SNWV) overhauls leadership, appoints new COO and ends President role

Rhea-AI Filing Summary

SANUWAVE Health, Inc. reported several senior leadership changes. On September 25, 2025, Daniel Coyle was appointed Chief Operating Officer. He previously served as Vice President of Engineering and Operations since October 2024 and earlier worked as a Program Director at Nextern, a medical device manufacturer.

Effective with his promotion, Mr. Coyle’s annualized base salary was set at $225,000 and his annual cash bonus opportunity for the remainder of 2025 was set at 40% of base salary. He is also scheduled to receive options to purchase 60,000 shares of common stock on October 9, 2025, vesting in 12 equal quarterly installments.

Immediately before Mr. Coyle’s appointment, former Chief Operating Officer Peter Stegagno was moved to the role of Chief Regulatory Officer, and the board determined he no longer meets the definitions of “officer” or “executive officer” under Exchange Act rules. On the same date, President Andrew Walko was terminated without cause, effective October 24, 2025, and the company does not plan to appoint a new President at this time.

Positive

• None.

Negative

• President terminated and role eliminated: President Andrew Walko was terminated without cause effective October 24, 2025, and the company does not plan to appoint a new President, signaling a meaningful change in senior leadership structure.

Insights

Corporate governance analyst

Leadership reshuffle elevates a new COO while removing the President role.

SANUWAVE Health, Inc. is consolidating its senior management structure. Daniel Coyle’s promotion from Vice President of Engineering and Operations to Chief Operating Officer places an internal leader with recent operational responsibility into a broader role, backed by a defined compensation and stock option package. This suggests an emphasis on continuity in day-to-day operations.

At the same time, former COO Peter Stegagno has been reassigned to Chief Regulatory Officer, and the board concluded he no longer qualifies as an “officer” or “executive officer” under Exchange Act rules. That change typically means less direct accountability to public-company reporting standards for that role, while still acknowledging ongoing regulatory responsibilities.

More structurally significant is the termination without cause of President Andrew Walko, effective October 24, 2025, with no successor planned. The company is negotiating a separation agreement, indicating potential near-term severance or related obligations. The combination of eliminating the President position and reclassifying a former COO out of executive officer status represents a notable shift in how senior leadership responsibilities are organized.

FALSE000141766300014176632025-09-252025-09-25

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) September 25, 2025

SANUWAVE Health, Inc.

(Exact name of registrant as specified in its charter)

Nevada			000-42552			20-1176000
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

9600 W. 76th Street, Suite 118,			Eden Prairie,			Minnesota			55344
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code (952) 656-1029

N/A

(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, par value $0.001 per share			SNWV			The Nasdaq Stock Market LLC

Indicate by check mark whether the registration is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company o

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. o

1

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 25, 2025, Daniel Coyle was appointed the Chief Operating Officer of Sanuwave Health, Inc. (the “Company”). Mr. Coyle, age 35, was the Company’s Vice President of Engineering and Operations from October 2024 through September 2025, and a Program Director at Nextern, a medical device manufacturer, from September 2019 through September 2024.

Mr. Coyle has no family relationships with any executive officer or director of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Further, there are no arrangements or understandings between Mr. Coyle and any other person pursuant to which he was selected to become the Chief Operating Officer of the Company.

Effective upon his appointment, Mr. Coyle’s annualized base salary was increased to $225,000, and his annual cash bonus award opportunity for the remainder of 2025 was increased to 40% of his annual base salary. The Compensation Committee of the Company’s Board of Directors (the “Board”) also approved an award of stock options (the “Options”) to purchase 60,000 shares of the Company’s common stock, which Options shall be granted to Mr. Coyle on October 9, 2025 and shall vest and become exercisable in 12 equal installments on each quarterly anniversary of the grant date.

Immediately prior to Mr. Coyle’s appointment, Peter Stegagno, the Company’s former Chief Operating Officer, was removed from such position and appointed the Company’s Chief Regulatory Officer. In connection with this transition, the Board completed a detailed review of Mr. Stegagno’s new functions and responsibilities, and based upon such review, determined that he no longer satisfies the definition of “officer” set forth in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934 (the “Exchange Act”) or the definition of “executive officer” set forth in Rule 3b-7 under the Exchange Act.

On September 25, 2025, Andrew Walko, the Company’s President, also was terminated without cause, effective as of October 24, 2025. The Company and Mr. Walko are negotiating the terms of a separation agreement, which is expected to be finalized at a later date. The Company does not intend to appoint a new President at this time

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.

			SANUWAVE HEALTH, INC.
Dated: October 1, 2025			By:			/s/ Morgan Frank
			Name:			Morgan Frank
			Title:			Chief Executive Officer

3

FAQ

What leadership changes did SANUWAVE Health (SNWV) disclose in this 8-K?

The company appointed Daniel Coyle as Chief Operating Officer, reassigned former COO Peter Stegagno to Chief Regulatory Officer, and disclosed the termination without cause of President Andrew Walko, with no plans to appoint a new President.

Who is the new Chief Operating Officer of SANUWAVE Health (SNWV)?

On September 25, 2025, SANUWAVE Health appointed Daniel Coyle as Chief Operating Officer. He previously served as Vice President of Engineering and Operations from October 2024 through September 2025 and earlier worked as a Program Director at Nextern.

What compensation will Daniel Coyle receive as SANUWAVE Health’s COO?

Effective upon his appointment, Daniel Coyle’s annualized base salary was set at $225,000, his annual cash bonus opportunity for the remainder of 2025 was set at 40% of base salary, and he is scheduled to receive stock options to purchase 60,000 shares of common stock, vesting in 12 equal quarterly installments starting from the October 9, 2025 grant date.

What happened to former COO Peter Stegagno at SANUWAVE Health (SNWV)?

Immediately prior to Daniel Coyle’s appointment as COO, former COO Peter Stegagno was removed from that position and appointed Chief Regulatory Officer. After reviewing his new functions, the board determined he no longer meets the Exchange Act definitions of “officer” or “executive officer.”

Why is SANUWAVE Health’s President role being eliminated?

The company reported that President Andrew Walko was terminated without cause, effective October 24, 2025, and stated that it does not intend to appoint a new President at this time, indicating a change in its senior management structure.

Is SANUWAVE Health negotiating a separation agreement with its former President?

Yes. SANUWAVE Health disclosed that it is negotiating the terms of a separation agreement with former President Andrew Walko following his termination without cause, and that this agreement is expected to be finalized at a later date.