Sharps Technology (NASDAQ: STSS) delays resale registration filing

Rhea-AI Filing Summary

Sharps Technology, Inc. entered into a Waiver and Consent on September 26, 2025 with certain security holders who collectively beneficially own at least 50.1% of the outstanding Registrable Securities under its August 25, 2025 Registration Rights Agreement. This Waiver and Consent waives the original September 29, 2025 filing date and extends the deadline for Sharps Technology to file its initial resale registration statement with the SEC to the 60th calendar day following the Closing Date defined in that agreement. The company has filed the Waiver and Consent and the Registration Rights Agreement as exhibits for investors to review.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): September 26, 2025

SHARPS TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-41355		82-3751728
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employer Identification No.)

105 Maxess Road, Suite 124,

Melville, NY 11747

(Address of principal executive office) (Zip Code)

(631) 574-4436

(Registrants’ telephone number, including area code)

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		STSS		Nasdaq Capital Market
Common Stock Purchase Warrants		STSSW		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 1.01 Entry into a Material Definitive Agreement.

On September 26, 2025, Sharps Technology, Inc. (the “Company”) entered into Waiver and Consent (the “Waiver and Consent”) with certain holders of the Company’s securities (who collectively beneficially own at least 50.1% of the then outstanding Registrable Securities, as defined in the Registration Rights Agreement dated August 25, 2025 (the “Registration Rights Agreement”). The Waiver and Consent waives the compliance of the September 29, 2025 filing date and extends the deadline for the Company to file the initial resale registration statement with the Securities and Exchange Commission to the 60th calendar day following the Closing Date, as defined in the Registration Rights Agreement.

The foregoing descriptions of the Waiver and Consent and Registration Rights Agreement does not purport to be complete and are qualified in their entirety by reference to the full text of the Waiver and Consent and Registration Rights Agreement, which are filed as Exhibit 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
10.1		Form of Waiver and Consent, dated September 26, 2025
10.2		Form of Registration Rights Agreement, dated as of August 25, 2025 (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by the Company on August 25, 2025).
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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 thereunto duly authorized.

	Sharps Technology, Inc.
Dated: September 29, 2025	By:	/s/ Paul K. Danner
	Name:	Paul K. Danner
	Title:	Executive Chairman (Principal Executive Officer)

FAQ

What did Sharps Technology (STSS) announce in this 8-K filing?

Sharps Technology entered into a Waiver and Consent with certain security holders, extending the deadline to file its initial resale registration statement with the SEC.

Who are the holders involved in the Sharps Technology Waiver and Consent?

The Waiver and Consent is with certain holders of Sharps Technology securities who collectively beneficially own at least 50.1% of the then outstanding Registrable Securities under the Registration Rights Agreement.

How did the Sharps Technology Waiver and Consent change the registration filing deadline?

The Waiver and Consent waives the September 29, 2025 filing date and extends the deadline to the 60th calendar day following the Closing Date defined in the Registration Rights Agreement.

What is the Registration Rights Agreement referenced by Sharps Technology?

It is a Registration Rights Agreement dated August 25, 2025 that governs the rights of certain holders to have their Registrable Securities covered by a resale registration statement.

Where can investors see the full terms of the Sharps Technology Waiver and Consent?

Sharps Technology filed the Form of Waiver and Consent as Exhibit 10.1 and the Registration Rights Agreement as Exhibit 10.2, which are incorporated by reference.

Does the Sharps Technology 8-K indicate a material definitive agreement?

Yes. The filing reports entry into a material definitive agreement under Item 1.01 in the form of the Waiver and Consent related to the registration timeline.