Xtant Medical SEC Filings

Sean E. Browne, President and CEO and a director of Xtant Medical Holdings, Inc. (XTNT), reported a transaction dated 08/15/2025 in which 10,605 common shares were surrendered to the issuer to satisfy tax withholding obligations upon vesting of restricted stock units at a reported price of $0.63 per share. After the withholding, the filing shows 2,180,337 shares beneficially owned, which includes 818,740 shares issuable upon future vesting of restricted stock or deferred stock units under the 2023 Equity Incentive Plan, conditioned on continued employment. The Form 4 was executed by an attorney-in-fact on 08/19/2025.

Insider transaction summary: This Form 4 reports that Neils Scott C, identified as the company's Chief Financial Officer and a director of Xtant Medical Holdings, Inc. (XTNT), had 34,131 shares disposed on 08/15/2025 under transaction code F at a price of $0.63 per share. The filing states these shares were withheld by the issuer to satisfy tax withholding obligations upon vesting of restricted stock units. After the transaction, the reporting person beneficially owned 588,174 shares, which includes 235,623 shares issuable under the 2023 Equity Incentive Plan and 85,220 shares issuable under the Amended and Restated 2018 Equity Incentive Plan, all conditioned on continued employment through vesting. The form is signed by an attorney-in-fact and dated 08/19/2025.

Xtant Medical Holdings reported improved operating results for the quarter ended June 30, 2025 with total revenue of $35.4 million, up 18% from the prior-year quarter, driven by higher orthobiologics sales and $5.0 million of license revenue recognized in the quarter. Gross profit rose to $24.3 million, lifting gross margin to 68.6% from 62.1% a year earlier, reflecting better sales mix, scale and lower product costs. The company posted net income of $3.55 million for the quarter, reversing a prior-year loss.

On the balance sheet, total assets increased to $103.5 million and stockholders' equity to $48.5 million. Cash and restricted cash at period end totaled $7.04 million. The company remains levered with a $22.3 million term loan (net of issuance costs) and a $12.0 million outstanding on its revolving line of credit, and it reported compliance with credit covenants. Subsequent to period end, Xtant entered agreements to sell its Coflex/CoFix U.S. business for $17.5 million (with a non-refundable $2.5 million deposit received) and Paradigm Spine GmbH for $1.7 million, both closings contingent on buyer financing and subject to customary adjustments.

Xtant Medical Holdings, Inc. announced its financial results for the three and six months ended June 30, 2025 and furnished a related press release and investor presentation as exhibits to this Current Report.

The company explained its use of a non-GAAP adjusted EBITDA metric, defined as net income (loss) before depreciation and amortization, interest and tax benefit (expense), and further adjusted to add back or exclude separation-related expenses, non-cash compensation, divestiture/acquisition-related expenses, acquisition-related fair value adjustments, and unrealized foreign currency translation gains or losses. The press release reconciles this non-GAAP measure to GAAP net income. The filing also discloses a pending divestiture of its non-core Coflex/CoFix spinal implants and international business and notes that furnished materials are provided pursuant to Regulation FD.

Xtant Medical Holdings, Inc. established November 7, 2025 as the date for its 2025 Annual Meeting of Stockholders and said it anticipates printing the proxy statement on or about September 12, 2025 and mailing or making it available commencing on or about September 15, 2025. The company noted the meeting date changed by more than 30 days from last year.

Because of that change, stockholder proposals under Rule 14a-8 must be received at the company’s principal executive offices by the close of business on August 18, 2025. Other stockholder proposals and director nominations under the Bylaws also must be delivered in writing to the Corporate Secretary by August 18, 2025. Stockholders seeking to solicit proxies for alternative director nominees must comply with the universal proxy requirements, including providing written notice no later than September 8, 2025.