[8-K] ZYNEX INC Reports Material Event

Rhea-AI Filing Summary

UBS AG is offering Step Down Trigger Autocallable Notes (unsubordinated, unsecured debt) maturing 5 July 2030 that are linked to the least-performing of three underlying assets: 1) Nasdaq-100 Technology Sector Index (NDXT), 2) Russell 2000 Index (RTY) and 3) Energy Select Sector SPDR Fund (XLE). The notes are issued in $1,000 denominations (aggregate offering $100,000) and priced at par, but their estimated initial value is $982.50, reflecting embedded fees and hedging costs.

Automatic call mechanism. Beginning 12 months after settlement, UBS will observe the underlying assets quarterly. If the closing level of each asset is at or above its step-down call threshold, the note is automatically called and the investor receives the call price (principal plus a call return). Call thresholds start at 100 % of initial levels and fall to 70 % by the final valuation date. The call return rate is 12.5 % per annum, rising from 12.5 % (after year 1) to 62.5 % (if called at maturity).

Downside exposure. If the notes are not called and at least one asset finishes < 70 % of its initial level, investors suffer a loss equal to the decline in the worst-performing asset; in a severe draw-down they could lose their entire principal. No interest is paid and investors forgo dividends on XLE.

Credit & liquidity. Payments depend on UBS’s credit; the notes are not FDIC-insured. They will not be listed, and secondary-market liquidity is uncertain. UBS Securities LLC will receive a $2.50 underwriting discount per note and may temporarily quote above model value, but bid–ask spreads can widen after launch.

• Trade date: 30 Jun 2025; Settlement: 3 Jul 2025
• Final valuation date: 30 Jun 2030; Maturity: 5 Jul 2030
• Downside thresholds: NDXT 8,149.34; RTY 1,522.525; XLE $59.37 (all 70 % of initial levels)
• Maximum call price: $1,625 (62.5 % total return) if all assets ≥ 70 % on final date

Risk considerations. Investors face concentrated exposures to technology, small-cap and energy sectors, correlation risk (all three assets must meet thresholds), full downside to worst asset, and potential Swiss resolution measures affecting UBS debt. The product best suits investors who fully understand structured-note mechanics, can tolerate principal loss, and anticipate at least moderate stability or growth across all three reference assets.

Positive

• Attractive headline yield: 12.5 % annual call return, rising to a 62.5 % cumulative payout if held to maturity and thresholds met.
• Step-down thresholds: Call barriers decrease quarterly from 100 % to 70 %, improving the chance of early redemption in flat markets.
• Diversification of reference assets: Technology, small-cap and energy exposures provide multi-sector triggers rather than single-asset dependence.
• Capped credit exposure: Senior unsecured claim on UBS AG, an A-rated global bank, rather than subordinated or contingent capital.
• Defined timetable: Quarterly observation dates give investors multiple exit points without secondary-market reliance.

Negative

• Full downside to worst asset: A decline below the 70 % barrier in any single asset at maturity can wipe out up to 100 % of principal.
• No participation above cap: Investor upside is limited to the fixed call return; any greater index gains are forfeited.
• Credit & bail-in risk: Payments depend on UBS solvency and are subject to Swiss resolution powers that could write down the notes.
• Liquidity constraints: Notes will not be listed, and secondary markets—if any—may trade at deep discounts.
• Issue price premium: Estimated initial value ($982.50) is below the $1,000 offer price, embedding dealer fees and hedging costs.
• Complex correlation trigger: All three assets must exceed thresholds on the same date, increasing failure probability versus single-index deals.
• Sector concentration: Exposure to volatile technology, small-cap and energy sectors heightens sensitivity to cyclical downturns.

Insights

Structured Products Analyst

TL;DR High coupon potential but principal is at risk; success hinges on all three benchmarks staying above step-down barriers.

Assessment. The 12.5 % annual call return is attractive versus current investment-grade yields, and the descending barriers raise the probability of an early call if markets remain sideways to modestly positive. However, requiring each asset to clear its threshold materially increases the probability of a miss, especially given low historical correlation between small-caps (RTY) and energy (XLE) versus large-cap tech (NDXT). Investors implicitly sell worst-of put options and receive limited upside capped at 62.5 % over five years. Pricing shows a 1.75 % issue premium over model value, and liquidity post-issuance is uncertain. Overall risk/return is balanced but complex, meriting a neutral rating.

Risk Analyst

TL;DR Product embeds full downside to the weakest index, UBS credit risk, and limited exit routes—appropriate only for sophisticated risk-tolerant buyers.

Risk view. The 70 % downside barriers equate to a 30 % buffer, yet equity draw-downs larger than 30 % have occurred repeatedly over five-year horizons. Sector concentration (tech, small-cap, energy) amplifies idiosyncratic shocks. Should one asset fall sharply—even temporarily—investors may realise sizeable mark-to-market losses well before maturity. Credit exposure to UBS AG introduces bail-in and Swiss resolution risk; noteholders rank pari passu with senior unsecured creditors but could face write-down in a restructuring. Given these factors, I regard the structure as capital-destructive in stressed scenarios and only modestly compensating investors for embedded optionality.

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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): July 2, 2025​Zynex, Inc.(Exact Name of Registrant as Specified in its Charter)​

Nevada	001-38804	90-0275169
(State or other jurisdiction of incorporation)	Commission File Number	(I.R.S. Employer Identification number)

​9655 Maroon Circle, Englewood, CO 80112(Address of principal executive offices)  (Zip Code)​Registrant's telephone number, including area code:   (800) 495-6670​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:​

d
☐	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	Ticker symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value per share	ZYXI	The Nasdaq Stock Market LLC

 Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2). 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 8.01Other Events​On July 2, 2025, Zynex, Inc. (the “Company”) issued a press release announcing that the Company received an update from Tricare informing the Company that the temporary payment suspension will continue.​A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.​Item 9.01. Financial Statements and Exhibits. (d) Exhibits 

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ExhibitNumber		Description
99.1		Press Release of Zynex, Inc., dated July 2, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)
​	​	​

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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.​​

		ZYNEX, INC.
Date: July 2, 2025	By:	/s/ Dan Moorhead
		Dan Moorhead
		Chief Financial Officer

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FAQ

What is the coupon or yield on the UBS Step Down Trigger Autocallable Notes?

The notes pay no periodic coupons; instead, investors receive a 12.5 % per-annum call return only if an automatic call is triggered.

When can the notes be automatically called by UBS (symbol none)?

Quarterly, starting 6 July 2026, if the closing level of NDXT, RTY and XLE is at or above their respective step-down call thresholds.

What happens at maturity if any underlying is below 70 % of its initial level?

Investors receive $1,000×(1+worst underlying return); a 40 % drop in the worst asset, for example, delivers $600 and a 40 % loss.

How much does UBS earn on issuance?

UBS Securities LLC receives an $2.50 underwriting discount per $1,000 note; the economic value to investors is estimated at $982.50.

Are dividends from the Energy Select Sector SPDR Fund passed to noteholders?

No. All dividends are forgone; performance is based solely on price return of XLE shares.

Is there secondary-market liquidity for these notes?

UBS affiliates may provide quotes but the notes are not exchange-listed; investors may face wide spreads or no bids.