Chapter 11 plan puts Zynex (OTC: ZYXIQ) shareholders at high risk

Rhea-AI Filing Summary

Zynex, Inc. describes its ongoing Chapter 11 restructuring and recent delisting from Nasdaq. The company and certain subsidiaries have been in voluntary Chapter 11 cases in the Southern District of Texas since December 15, 2025, with the cases jointly administered under a single caption.

On February 7, 2026, Zynex filed a Third Amended Combined Disclosure Statement and Joint Plan of Reorganization, and began soliciting votes on February 9, 2026, with a voting deadline of March 12, 2026. The plan follows a restructuring support agreement and incorporates a global settlement among the company parties, an ad hoc noteholder group and the official committee of unsecured creditors. It contemplates an equity transaction with a plan sponsor selected through a sale process and distribution of any excess sale proceeds under the plan.

Nazdaq determined to delist Zynex’s common stock following the Chapter 11 filings, and the shares were suspended and moved to trade on the Pink Limited Market under the symbol ZYXIQ. Zynex cautions that trading in its securities is highly speculative, states it expects equity holders to experience a significant loss on their investment, and notes the likelihood of cancellation of its common stock in the Chapter 11 process.

Positive

• None.

Negative

• Chapter 11 restructuring with likely equity wipeout: Zynex warns that equity holders are expected to experience a significant loss on their investment and notes the likelihood of cancellation of its common stock as part of the Chapter 11 process.
• Nasdaq delisting and move to Pink Limited Market: Zynex’s common stock has been delisted from Nasdaq, now trading on the Pink Limited Market under “ZYXIQ,” and the company cautions that trading in its securities is highly speculative.

Insights

Distressed credit and restructuring analyst

Zynex’s Chapter 11 process advances under a negotiated plan that likely leaves existing equity with heavy losses or cancellation.

Zynex and certain subsidiaries are operating under Chapter 11 and have now filed a Third Amended combined disclosure statement and reorganization plan. The plan reflects a restructuring support agreement and a global settlement with key creditor groups, indicating negotiations have produced a coordinated framework for resolving claims.

The plan contemplates an equity transaction with a Plan Sponsor chosen via a defined sale process, with any excess sale proceeds distributed under the plan. This structure emphasizes creditor recoveries and new money or ownership, rather than preserving current equity. Zynex explicitly states it expects equity holders to experience a significant loss and highlights the likelihood of common stock cancellation.

Concurrently, the company’s stock has been delisted from Nasdaq, now trading on the Pink Limited Market under ZYXIQ. The company warns that trading is highly speculative and that prices may bear little or no relationship to ultimate recoveries in the Chapter 11 cases, underscoring substantial risk for current shareholders as the plan solicitation runs through March 12, 2026.

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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): February 7, 2026

ZYNEX, INC.

(Exact name of registrant as specified in its charter)

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

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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:

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☐	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))

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Securities registered pursuant to Section 12(b) of the Act:

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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.*

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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.

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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”).

As previously reported, 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], and 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 [Docket No. 235] (the “Second Amended Plan”). As previously disclosed, the Second Amended Plan incorporated a global settlement by and among the Company Parties, the Ad Hoc Noteholder Group and the Official Committee of Unsecured Creditors.

On February 7, 2026, the Company filed with the Court a Third 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. 264] (as amended, supplemented, or otherwise modified from time to time, the “Plan”, or the “Disclosure Statement”, as applicable). On February 9, 2026, the Company commenced the solicitation of the Plan with the Disclosure Statement. The Voting Deadline (as defined in the Plan) is March 12, 2026.

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 amending the scope of the GUC Trust Claims and Causes of Action and Released Parties (in each case as defined in the Plan) and certain additional tax disclosure.

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.

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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.

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DATED: February 11, 2026	ZYNEX, INC.
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​	By:	/s/ Vikram Bajaj
​	Name:	Vikram Bajaj
​	Title:	Chief Financial Officer

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FAQ

What Chapter 11 process is Zynex (ZYXI) currently undergoing?

Zynex and certain subsidiaries are in voluntary Chapter 11 cases in the Southern District of Texas. The cases are jointly administered and governed by a restructuring support agreement, with a combined disclosure statement and reorganization plan guiding creditor treatment and future ownership.

What is included in Zynex’s third amended Chapter 11 reorganization plan?

The third amended plan incorporates a global settlement with key creditor groups and follows the restructuring support agreement. It provides for an equity transaction with a plan sponsor selected through a sale process and distribution of any excess sale proceeds as specified in the plan.

How has Zynex’s Nasdaq delisting affected its common stock?

Nasdaq determined to delist Zynex’s common stock after the Chapter 11 filings. Trading was suspended and the shares moved to the Pink Limited Market under the symbol ZYXIQ, with deregistration under Section 12(b) becoming effective after the Form 25 timeline.

What warning does Zynex give current shareholders about its stock?

Zynex cautions that trading in its securities is highly speculative and risky during Chapter 11. The company states trading prices may not reflect actual recoveries and expects equity holders to experience a significant loss, with a likelihood of common stock cancellation in the process.

When is the voting deadline for Zynex’s Chapter 11 plan?

Zynex began soliciting votes on the plan on February 9, 2026, with a voting deadline of March 12, 2026. This period allows eligible stakeholders to consider the third amended combined disclosure statement and reorganization plan terms before confirmation is sought.

Where can investors find Zynex’s Chapter 11 plan documents and updates?

Plan documents and other Chapter 11 materials are available on a dedicated case website. Zynex directs interested parties to https://dm.epiq11.com/Zynex to access the third amended plan, related amendments, and additional court filings for more detailed information.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 EX-101.SCH 2.6 KB
• EX-101 EX-101.LAB 14.3 KB
• EX-101 EX-101.PRE 9.3 KB