Form 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2026

[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________.

Commission File Number: 0-12305

KORU MEDICAL SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware	13-3044880
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

100 Corporate Drive, Mahwah, New Jersey	07430
(Address of principal executive offices)	(Zip Code)

(845) 469-2042

(Registrant’s telephone number, including area code)

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, $0.01 par value	KRMD	The Nasdaq Stock Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [_] No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). [X] Yes [_] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

	Large accelerated filer [_]	Accelerated filer [_]
	Non-accelerated filer [X]	Smaller reporting company [X]
		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. [_]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [_] Yes [X] No

As of May 6, 2026, 45,933,000 shares of common stock, $0.01 par value per share, were outstanding, which excludes 4,018,526 shares of treasury stock.

KORU MEDICAL SYSTEMS, INC.

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026

TABLE OF CONTENTS

		PAGE

PART I. FINANCIAL INFORMATION

ITEM 1.	Condensed Financial Statements (Unaudited)	3

	Balance Sheets as of March 31, 2026 (Unaudited) and December 31, 2025	3

	Statements of Operations (Unaudited) for the three months ended March 31, 2026 and 2025	4

	Statements of Cash Flows (Unaudited) for the three months ended March 31, 2026 and 2025	5

	Statements of Stockholders’ Equity (Unaudited) for the three months ended March 31, 2026 and 2025	6

	Notes to Financial Statements	7

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13

ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	16

ITEM 4.	Controls and Procedures	17

PART II. OTHER INFORMATION

ITEM 1A.	Risk Factors	17

ITEM 6.	Exhibits	17

	Signatures	18

- 2 -


	March 31,			December 31,
	2026			2025
	(UNAUDITED)

ASSETS

CURRENT ASSETS
Cash and cash equivalents	$	8,767,774		$	8,872,212
Accounts receivable		5,982,536			6,209,950
Inventory, net		4,476,304			3,678,131
Other receivables		335,206			319,955
Prepaid expenses		1,026,614			908,542
TOTAL CURRENT ASSETS		20,588,434			19,988,790
Property and equipment, net		4,335,882			4,471,386
Intangible assets, net of accumulated amortization of $545,302 and $527,949 as of March 31, 2026 and December 31, 2025, respectively		711,211			684,841
Operating lease right-of-use assets		2,857,341			2,956,192
Other assets		98,970			98,970
TOTAL ASSETS	$	28,591,838		$	28,200,179

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES
Accounts payable	$	2,635,701		$	2,267,473
Accrued expenses		5,271,100			4,828,830
Other liabilities		11,068			27,722
Accrued payroll and related taxes		385,890			531,972
Financing lease liability		126,323			124,913
Operating lease liability		421,727			413,448
TOTAL CURRENT LIABILITIES		8,851,809			8,194,358
Financing lease liability, net of current portion		46,560			78,675
Operating lease liability, net of current portion		2,771,115			2,879,224
TOTAL LIABILITIES		11,669,484			11,152,257

STOCKHOLDERS’ EQUITY
Common stock, $0.01 par value, 75,000,000 shares authorized, 49,933,502 and 49,790,934 shares issued 46,133,000 and 46,370,432 shares outstanding as of March 31, 2026, and December 31, 2025, respectively		499,335			497,909
Additional paid-in capital		54,795,722			52,449,339
Treasury stock, 3,818,526 and 3,438,526 shares as of March 31, 2026 and December 31, 2025, respectively, at cost		(5,548,793	)		(3,882,494	)
Accumulated deficit		(32,823,910	)		(32,016,832	)
TOTAL STOCKHOLDERS’ EQUITY		16,922,354			17,047,922
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	28,591,838		$	28,200,179


	Three Months Ended
	March 31,
	2026			2025

NET REVENUES	$	11,764,624		$	9,635,075
Cost of goods sold		4,533,235			3,588,740
Gross Profit		7,231,389			6,046,335

OPERATING EXPENSES
Selling, general and administrative		6,582,178			5,959,374
Research and development		1,316,603			1,114,609
Depreciation and amortization		197,531			217,357
Total Operating Expenses		8,096,312			7,291,340

Net Operating Loss		(864,923	)		(1,245,005	)

Non-Operating Income/(Expense)
Gain/(Loss) on currency exchange		(23,150	)		5,588
Interest income, net		80,995			73,180
TOTAL OTHER INCOME		57,845			78,768

LOSS BEFORE INCOME TAXES		(807,078	)		(1,166,237	)

Income Tax Refund (Expense)		—			—

NET LOSS	$	(807,078	)	$	(1,166,237	)

NET LOSS PER SHARE

Basic & Diluted	$	(0.02	)	$	(0.03	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING

Basic & Diluted		46,364,905			45,981,826


	For the Three Months Ended
	March 31,
	2026			2025

CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$	(807,078	)	$	(1,166,237	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense and warrant expense		681,510			697,590
Depreciation and amortization		197,531			217,357
Non-cash leasing charges		(979	)		—
Changes in operating assets and liabilities:
Accounts receivable		227,414			(228,661	)
Inventory		(798,173	)		(474,977	)
Prepaid expenses and other assets		(133,323	)		(8,094	)
Other liabilities		(16,655	)		80,828
Accounts payable		368,228			363,608
Accrued payroll and related taxes		(146,081	)		227,316
Accrued expenses		442,269			53,803
NET CASH FROM/(USED IN) OPERATING ACTIVITIES		14,663			(237,467	)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment		(46,163	)		(443,438	)
Purchases of intangible assets		(43,722	)		(3,400	)
NET CASH USED IN INVESTING ACTIVITIES		(89,885	)		(446,838	)

CASH FLOWS FROM FINANCING ACTIVITIES
Payments on insurance finance indebtedness		—			(133,973	)
Payments on finance lease liability, net of asset		(29,216	)		(26,835	)
NET CASH USED IN FINANCING ACTIVITIES		(29,216	)		(160,808	)

NET DECREASE IN CASH AND CASH EQUIVALENTS		(104,438	)		(845,113	)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		8,872,212			9,580,947
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	8,767,774		$	8,735,834

Supplemental Information
Cash paid during the periods for:
Interest	$	2,155		$	5,385


				Additional								Total
	Common Stock			Paid-in		Accumulated			Treasury			Stockholders’
	Shares	Amount		Capital		Deficit			Stock			Equity

BALANCE, DECEMBER 31, 2025	49,790,934	$	497,909	$	52,449,339	$	(32,016,832	)	$	(3,882,494	)	$	17,047,922
Issuance of stock-based compensation	142,568		1,426		96,074		—			—			97,500
Compensation expense related to stock options	—		—		254,053		—			—			254,053
Compensation related to restricted stock	—		—		329,957		—			—			329,957
Forfeiture of unvested restricted stock	—		—		1,666,299		—			(1,666,299	)		—
Net loss	—		—		—		(807,078	)		—			(807,078	)
BALANCE, MARCH 31, 2026	49,933,502	$	499,335	$	54,795,722	$	(32,823,910	)	$	(5,548,793	)	$	16,922,354

	Three Months Ended March 31,
	2026		2025
Revenues
Domestic	$	8,438,743	$	7,205,633
International		3,325,881		2,429,442
Total	$	11,764,624	$	9,635,075

	March 31, 2026			December 31, 2025

Furniture and office equipment	$	1,390,946		$	1,407,636
Leasehold improvements		1,959,045			1,959,045
Manufacturing equipment and tooling		5,199,410			5,171,898
Total property and equipment		8,549,401			8,538,579
Less: accumulated depreciation and amortization		(4,213,519	)		(4,067,193	)
Property and equipment, net	$	4,335,882		$	4,471,386

	Shares	Weighted Average Exercise Price

Outstanding at January 1	3,120,178	$	3.25
Granted	494,067		4.99
Exercised	—		—
Forfeited	—		—
Outstanding at March 31	3,614,245	$	3.46
Options exercisable at March 31	1,951,226	$	3.34

Range of Exercise Price	Number Outstanding	Weighted Average Remaining Contractual Life	Weighted Average Exercise Price		Number Exercisable	Weighted Average Exercise Price

$2.08-$5.70	3,614,245	7.2 years	$	3.46	1,951,226	$	3.34

	Shares		Weighted Average Grant-Date Fair Value

Unvested at January 1	1,722,147		$	2.99
Granted	673,801		$	4.81
Vested	(171,599	)	$	2.32
Forfeited/canceled	(150,000)			3.31
Unvested at March 31	2,074,349		$	3.61

	March 31, 2026	December 31, 2025
Weighted Average Remaining Lease Term
Operating leases	6.32 Years	6.57 Years
Finance leases	1.43 Years	1.67 Years

Weighted Average Discount Rate
Operating leases	4.12%	4.13%
Finance leases	4.77%	4.74%

Year Ended December 31,	Operating Leases			Finance Leases
Remainder of 2026	$	451,494		$	98,578
2027		554,475			74,194
2028		557,286			6,178
2029		553,759			—
2030		568,217			—
Thereafter		986,164			—
Total undiscounted lease payments		3,671,395			178,950
Less: imputed interest		(478,553	)		(6,067	)
Total lease liabilities	$	3,192,842		$	172,883

	Three Months Ended March 31,				Change from Prior Year			% of Net Revenues
	2026		2025		$		%	2026	2025
Net Revenues
Domestic Core	$	7,739,872	$	6,927,964	$	811,908	11.7%	65.8%	71.9%
International Core		3,284,041		2,428,662		855,379	35.2%	27.9%	25.2%
Total Core		11,023,913		9,356,626		1,667,287	17.8%	93.7%	97.1%
Pharma Services and Clinical Trials		740,711		278,449		462,262	166.0%	6.3%	2.9%
Total	$	11,764,624	$	9,635,075	$	2,129,549	22.1%	100%	100%

Exhibit No.	Description

31.1	Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act 2002

31.2	Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act 2002

32.1	Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act 2002

32.2	Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act 2002

101.INS	Inline XBRL Instance Document - the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH	Inline XBRL Taxonomy Extension Schema Document

101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF	Inline XBRL Taxonomy Definition Linkbase Document

101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document

104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	KORU MEDICAL SYSTEMS, INC.

May 6, 2026	/s/ Linda Tharby
	Linda Tharby, Chief Executive Officer (Principal Executive Officer)

May 6, 2026	/s/ Thomas Adams
	Thomas Adams, Chief Financial Officer and Treasurer (Principal Financial Officer)

	Three Months Ended March 31, 2026			Three Months Ended March 31, 2025
Net cash from/(used in) operating activities	$	14,663		$	(237,467	)
Net cash used in investing activities	$	(89,885	)	$	(446,838	)
Net cash used in financing activities	$	(29,216	)	$	(160,808	)

SEC Form 10-Q filed by KORU Medical Systems Inc.