Zynex (NASDAQ: ZYXI) advances chapter 11 plan and details delisting

Rhea-AI Filing Summary

Zynex, Inc. provides an update on its ongoing chapter 11 restructuring and related stock exchange status. The company and certain subsidiaries have been operating under voluntary chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas since December 15, 2025.

Zynex has filed a Second Amended Combined Disclosure Statement and Joint Plan of Reorganization that remains consistent with its Restructuring Support Agreement and contemplates an equity transaction with a plan sponsor selected through a sale process. The plan incorporates a Global Settlement among the company parties, an ad hoc noteholder group and the official committee of unsecured creditors.

The plan also establishes a trust for holders of allowed convertible notes claims and general unsecured claims, funded on the plan’s effective date with $750,000 of initial funding, D&O insurance policies and certain estate claims and causes of action. Separately, Zynex notes that its common stock has been delisted from Nasdaq following the chapter 11 filings and now trades on the Pink Limited Market under the symbol ZYXIQ, with deregistration under Section 12(b) to follow effectiveness of Nasdaq’s Form 25. The company cautions that trading in its securities is highly speculative and expects equity holders to experience a significant loss if the restructuring transactions are implemented.

Insights

Distressed credit and restructuring analyst

Chapter 11 plan advances with global settlement; equity facing likely heavy losses.

Zynex, Inc. is progressing its chapter 11 process with a Second Amended Combined Disclosure Statement and Joint Plan of Reorganization aligned with its Restructuring Support Agreement. The plan contemplates an equity transaction with a plan sponsor chosen through a defined sale process and distribution of any excess sale proceeds as described in the plan.

A key development is the Global Settlement among the company parties, an ad hoc noteholder group and the official committee of unsecured creditors, intended to resolve disputes and potential litigation related to claims and controversies. The plan also creates a trust for holders of allowed convertible notes claims and general unsecured claims, funded at effectiveness with $750,000 of initial funding, D&O insurance policies and specified estate claims and causes of action.

For existing shareholders, the language is stark: the company cautions that trading during the chapter 11 cases is highly speculative and states it expects equity holders to experience a significant loss on their investment if the restructuring transactions are implemented, and also notes the likelihood of cancellation of common stock in the chapter 11 cases. In parallel, the stock has been delisted from Nasdaq and now trades on the Pink Limited Market under symbol ZYXIQ after Nasdaq filed a Form 25 effective on February 2, 2026.

0000846475false00008464752026-01-292026-01-29

​

​

​

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): January 29, 2026

ZYNEX, INC.

(Exact name of registrant as specified in its charter)

​

​	​	​	​	​
Nevada (State or other jurisdiction of incorporation)	​ ​ ​	001-38804 (Commission File Number)	​ ​ ​	90-0275169 (IRS Employer Identification No.)
​	​	​	​	​
9655 Maroon Circle, Englewood, CO (Address of principal executive offices)			​	80112 (Zip Code)

​

Registrant’s telephone number, including area code: (800) 495-6670

Not Applicable

(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:

​

​

​	​
☐	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, $0.001 par value per share	​	ZYXIQ	​	OTC Markets Group, Inc.*

​

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. ☐

*On December 17, 2025, Zynex, Inc. (the “Company”) received a written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that Nasdaq had determined to delist the Company’s common stock as a result of the Company and certain of its subsidiaries commencing voluntary cases under chapter 11 of title 11 of the United States Code on December 15, 2025. On December 24, 2025, the Company’s common stock was suspended from trading on Nasdaq and began trading on the Pink Limited Market, operated by OTC Markets Group, under the symbol “ZYXIQ.” On January 23, 2026, Nasdaq filed a Form 25 with the U.S. Securities and Exchange Commission (the “SEC”), which became effective 10 calendar days after such filing on February 2, 2026. The deregistration of the Company’s common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended, will be effective 90 days, or such shorter period as the SEC may determine, after the filing of the Form 25.

​

​

​

Item 1.03Bankruptcy or Receivership.

As previously reported, beginning on December 15, 2025 (the “Petition Date”), Zynex, Inc. (the “Company”) and certain of its subsidiaries (collectively, the “Company Subsidiary Parties” and together with the Company, the “Company Parties”) filed voluntary petitions (the “Chapter 11 Cases”) under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Court”). The Chapter 11 Cases are being jointly administered under the caption In re Zynex, Inc., et al., Case No. 25-90810.

Amended Plan

As previously reported, on January 14, 2026, the Company Parties filed with the Court the Combined Disclosure Statement and Joint Plan of Reorganization of Zynex, Inc. and its Affiliated Debtors Pursuant to Chapter 11 of the Bankruptcy Code (the “Initial Disclosure Statement,” “Initial Plan and Disclosure Statement,” or “Initial Plan,” as applicable) [Docket No. 175], as contemplated by the Restructuring Support Agreement, dated December 15, 2025, among the Company Parties and certain consenting creditors (the “RSA”) (the “Restructuring Transactions”).

On January 29, 2026, the Company filed with the Court an Amended Combined Disclosure Statement and Joint Plan of Reorganization of Zynex, Inc. and its Affiliated Debtors Pursuant to Chapter 11 of the Bankruptcy Code [Docket No. 225]. On February 1, 2026, the Company filed with the Court a Second Amended Combined Disclosure Statement and Joint Plan of Reorganization of Zynex, Inc. and its Affiliated Debtors Pursuant to Chapter 11 of the Bankruptcy Code (as amended, supplemented, or otherwise modified from time to time, the “Plan”) [Docket No. 235].

The Plan is consistent with the terms of the RSA and provided for, among other things, the consummation of an equity transaction with a “Plan Sponsor,” to be determined in connection with a parallel Sale Process (as defined in the Plan) and for Excess Sale Proceeds (as defined in the Plan), if any, to be distributed in accordance with the Plan.

The Plan made changes to the Initial Plan including, but not limited to, (i) implementing a global settlement (the “Global Settlement”) by and among the Company Parties, the Ad Hoc Noteholder Group (as defined in the Plan) and the Official Committee of Unsecured Creditors of the Company Parties, resolving all disputes and potential litigation of all claims and controversies relating to the Company Parties and the Plan having terms set forth in a term sheet attached to the Plan (the “Global Settlement Term Sheet”) and (ii) establishing a trust for the benefit of holders of Allowed Convertible Notes Claims and Allowed General Unsecured Claims (in each case as defined in the Plan) to be funded on the effective date of the Plan by, among other things, $750,000 of initial funding, the Company Parties’ D&O Insurance Policies and certain Estate Claims and Causes of Action (in each case as defined in the Plan). The key terms of the Global Settlement are subject to definitive documentation in the form of a trust agreement and related documentation to be filed in a supplement to the Plan.

This announcement is not intended to be, nor should it be construed as, a solicitation for a vote on the Plan. Nor should it be construed as a solicitation for any investment.

Additional information about the Chapter 11 Cases is available at https://dm.epiq11.com/Zynex. For copies of the Plan (including all amendments and supplements thereto) filed with the Court and other documents related to court supervised process, please visit https://dm.epiq11.com/Zynex.

Cautionary Note Regarding the Chapter 11 Cases

The Company cautions that trading in the Company’s securities during the pendency of the Chapter 11 Cases is highly speculative and poses substantial risks. Trading prices for the Company’s securities may bear little or no relationship to the actual recovery, if any, by the holders of the Company’s securities in the Chapter 11 Cases. The Company expects that its equity holders will experience a significant loss on their investment if the Restructuring Transactions are implemented.

Forward-Looking Statements

This Current Report on Form 8-K includes “forward-looking statements,” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, including, in particular, any statements about our plans, strategies, objectives, initiatives, roadmap and prospects. We generally use the words “may,” “will,” “could,” “expect,”

“anticipate,” “believe,” “estimate,” “plan,” “intend,” “aim” and similar expressions in this Current Report on Form 8-K to identify forward-looking statements. We have based these forward-looking statements on our current views with respect to future events and financial performance. Actual results could differ materially from those projected in the forward-looking statements. These forward-looking statements, include, but are not limited to, statements related to the Restructuring Transactions described above, including the Company’s ability to complete the Restructuring Transactions on the terms contemplated by the RSA, on the timeline contemplated or at all, and the Company’s ability to realize the intended benefits of the Restructuring Transactions. The Company’s actual results may differ materially from those anticipated in these forward-looking statements as a result of certain risks and other factors. Some of these risks and uncertainties include: risks and uncertainties relating to the Chapter 11 Cases, including but not limited to the Company’s ability to obtain Court approval with respect to motions in the Chapter 11 Cases and approval of requisite stakeholders and confirmation by the Court of the Plan, the effects of the Chapter 11 Cases on the Company and its various constituents, the impact of Court rulings in the Chapter 11 Cases, the ultimate outcome of the Chapter 11 Cases in general, the length of time the Company will operate under the Chapter 11 Cases, attendant risks associated with restrictions on the Company’s ability to pursue its business strategies while the Chapter 11 Cases are pending, risks associated with third-party motions in the Chapter 11 Cases, the potential adverse effects of the Chapter 11 Cases on the Company’s liquidity, the likelihood of the cancellation of the Company’s common stock in the Chapter 11 Cases, uncertainty regarding the Company’s ability to retain key personnel and management, uncertainty and continuing risks associated with the Company’s ability to achieve its goals and continue as a going concern. Such risks and other factors also include those listed in Part II, Item 1A. “Risk Factors” and in Part I, Item 1A. “Risk Factors” in our 2024 Form 10-K/A filed with the Securities and Exchange Commission (the “SEC”) on July 24, 2025, Part II, Item 1A. “Risk Factors” of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025 filed with the SEC on July 31, 2025, Part II, Item 1A. “Risk Factors” of the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025 filed with the SEC on November 17, 2025, and our other filings with the SEC. When considering these forward-looking statements, you should keep in mind the cautionary statements in this report and the documents incorporated by reference. New risks and uncertainties arise from time to time, and we cannot predict those events or how they may affect us. We assume no obligation to update any forward-looking statements after the date of this report as a result of new information, future events or developments, except as required by applicable laws and regulations.

You should not put undue reliance on any forward-looking statements. You should understand that many important factors, including those identified herein, could cause our results to differ materially from those expressed or suggested in any forward-looking statement. Except as required by law, we do not undertake any obligation to update or revise these forward-looking statements to reflect new information or events or circumstances that occur after the date of the filing of this Current Report on Form 8-K or to reflect the occurrence of unanticipated events or otherwise.

​

​

SIGNATURE

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.

​	​	​
DATED: February 2, 2026	ZYNEX, INC.
​	​
​	By:	/s/ Vikram Bajaj
​	Name:	Vikram Bajaj
​	Title:	Chief Financial Officer

​

​

​

​

FAQ

What chapter 11 developments did Zynex, Inc. (ZYXI) disclose in this 8-K?

Zynex reported filing an Amended and then Second Amended Combined Disclosure Statement and Joint Plan of Reorganization. The updated plan remains consistent with its Restructuring Support Agreement and defines a sale process to select a plan sponsor for an equity transaction and distribute any excess sale proceeds.

What is the Global Settlement described by Zynex, Inc. in its restructuring plan?

The Global Settlement is an agreement among the company parties, the Ad Hoc Noteholder Group and the Official Committee of Unsecured Creditors. It is intended to resolve disputes and potential litigation over claims and controversies relating to the company and the plan, with detailed terms set out in an attached term sheet.

How does Zynex, Inc.’s plan treat unsecured and convertible note claims?

The plan establishes a trust for holders of allowed convertible notes claims and allowed general unsecured claims. This trust will be funded on the plan’s effective date with $750,000 of initial funding, the company parties’ D&O insurance policies and certain estate claims and causes of action, as defined in the plan.

What happened to Zynex, Inc.’s Nasdaq listing and trading symbol?

Nasdaq determined to delist Zynex’s common stock after the chapter 11 filings, suspended trading on December 24, 2025, and the stock began trading on the Pink Limited Market under the symbol ZYXIQ. Nasdaq then filed a Form 25, with deregistration under Section 12(b) to follow its effectiveness.

How does Zynex, Inc. characterize the risks of trading its securities during chapter 11?

Zynex cautions that trading in its securities during the chapter 11 cases is highly speculative and poses substantial risks. It states trading prices may bear little or no relationship to actual recoveries and expects equity holders to experience a significant loss if the restructuring transactions are implemented.

Where can investors find more information about Zynex, Inc.’s chapter 11 cases and plan?

Additional information, including the plan and related court documents, is available at a dedicated case website, https://dm.epiq11.com/Zynex. The site provides access to filed versions of the plan, amendments, supplements and other materials connected to the court-supervised restructuring process.