mdxg-20250930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


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

For the

Quarterly Period Ended

September 30, 2025


☐			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 001-35887

MIMEDX GROUP, INC.

(Exact name of registrant as specified in its charter)


Florida						26-2792552
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)


1775 West Oak Commons Ct NE Marietta, GA						30062
(Address of principal executive offices)						(Zip Code)

(770) 651-9100

(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, par value $0.001 per share	MDXG	The Nasdaq Stock Market

Securities registered pursuant to Section 12(g) of the Act: None.

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.

Yes x 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).

Yes x 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 an emerging growth company. See 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 x

Accelerated filer ¨

Non-accelerated filer ¨

Smaller reporting company ☐

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 ☐ No x

There were 148,102,159 shares of the registrant’s common stock, par value $0.001 per share, outstanding as of October 20, 2025.

Table of Contents


Part I FINANCIAL INFORMATION
Item 1	Financial Statements (Unaudited)
	Condensed Consolidated Balance Sheets	5
	Condensed Consolidated Statements of Operations	6
	Condensed Consolidated Statements of Stockholders’ Equity	7
	Condensed Consolidated Statements of Cash Flows	9
	Notes to the Condensed Consolidated Financial Statements	10
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3	Quantitative and Qualitative Disclosures About Market Risk	24
Item 4	Controls and Procedures	24
Part II OTHER INFORMATION
Item 1	Legal Proceedings	25
Item 1A	Risk Factors	25
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 3	Defaults upon Senior Securities	25
Item 4	Mine Safety Disclosures	25
Item 5	Other Information	25
Item 6	Exhibits	25
Signatures		25

Explanatory Note and Important Cautionary Statement Regarding Forward-Looking Statements

As used herein, the terms “MIMEDX,” the “Company,” “we,” “our” and “us” refer to MiMedx Group, Inc., a Florida corporation, and its consolidated subsidiaries as a combined entity, except where it is clear that the terms mean only MiMedx Group, Inc.

Certain statements made in this Quarterly Report on Form 10-Q (this “Quarterly Report”) are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and section 21E of the Securities Exchange Act of 1934, as amended. All statements herein relating to events or results that may occur in the future are forward-looking statements, including, without limitation, statements regarding the following:

•our strategic focus and current business priorities, including broadening of our product portfolio, and our ability to implement these priorities;

•our expectations regarding costs relating to compliance with regulatory requirements;

•our expectations regarding capital allocation;

•our expectations regarding future growth;

•our expectations regarding the outcome of pending litigation and investigations;

•our expectations regarding future income tax liability;

•demographic and market trends; and

•our ability to compete effectively.

Forward-looking statements generally can be identified by words such as “expect,” “will,” “change,” “intend,” “seek,” “target,” “future,” “plan,” “continue,” “potential,” “possible,” “could,” “estimate,” “may,” “anticipate,” “to be” and similar expressions. These statements are based on numerous assumptions and involve known and unknown risks, uncertainties and other factors that could significantly affect the Company’s operations and may cause the Company’s actual actions, results, financial condition, performance or achievements to differ materially from any future actions, results, financial condition, performance or achievements expressed or implied by any such forward-looking statements. Factors that may cause such a difference include, without limitation, those discussed under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 (our “2024 Form 10-K”), filed with the Securities and Exchange Commission (“SEC”) on February 26, 2025 and those discussed in Part II, Item 1A, Risk Factors, if any.

Unless required by law, the Company does not intend, and undertakes no obligation, to update or publicly release any revision to any forward-looking statements, whether as a result of the receipt of new information, the occurrence of subsequent events, a change in circumstances or otherwise. Each forward-looking statement contained in this Quarterly Report is specifically qualified in its entirety by the aforementioned factors. Readers are advised to carefully read this Quarterly Report in conjunction with the important disclaimers set forth above prior to reaching any conclusions or making any investment decisions and not to place undue reliance on forward-looking statements, which speak only as of the date of the filing of this Quarterly Report with the SEC.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

MIMEDX GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(unaudited)


	September 30, 2025		December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	142,083	$	104,416
Accounts receivable, net	78,186		55,828
Inventory	26,502		23,807
Prepaid expenses	4,248		5,018

Other current assets	3,076		2,817
Total current assets	254,095		191,886
Property and equipment, net	5,003		5,944

Right of use asset	4,668		5,606
Deferred tax asset, net	21,647		28,306
Goodwill	19,441		19,441
Intangible assets, net	11,147		11,626
Other assets	2,987		1,106
Total assets	$	318,988	$	263,915
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long term debt	1,375		1,000
Accounts payable	11,415		7,409
Accrued compensation	27,650		23,667
Accrued expenses	12,825		9,012

Other current liabilities	4,417		4,507
Total current liabilities	57,682		45,595
Long term debt, net	16,839		17,830
Other liabilities	5,521		7,383
Total liabilities	$	80,042	$	70,808

Stockholders' equity

Common stock; $0.001 par value; 250,000,000 shares authorized; 148,075,930 issued and outstanding at September 30, 2025 and 146,932,032 issued and outstanding at December 31, 2024	148		147
Additional paid-in capital	296,670		284,219
Accumulated deficit	(57,872)		(91,259)
Total stockholders' equity	238,946		193,107
Total liabilities and stockholders’ equity	$	318,988	$	263,915

See notes to unaudited condensed consolidated financial statements

MIMEDX GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024

Net sales	$	113,725	$	84,057	$	300,535	$	255,972
Cost of sales	18,719		15,322		53,958		43,164
Gross profit	95,006		68,735		246,577		212,808

Operating expenses:
Selling, general and administrative	69,001		53,516		193,121		164,044
Research and development	3,703		2,918		10,336		8,770
Investigation, restatement and related	—		649		—		(8,741)
Amortization of intangible assets	112		192		310		572
Impairment of intangible assets	—		298		—		352
Operating income	22,190		11,162		42,810		47,811

Other expense, net
Interest income (expense), net	785		278		2,029		(1,409)
Other expense, net	(126)		(21)		(372)		(357)
Income from continuing operations before income tax	22,849		11,419		44,467		46,045
Income tax provision	(6,101)		(3,541)		(11,080)		(11,485)
Net income from continuing operations	16,748		7,878		33,387		34,560
Income from discontinued operations, net of tax	—		217		—		421
Net income	$	16,748	$	8,095	$	33,387	$	34,981


Basic net income per common share:
Continuing operations	$	0.11	$	0.05	$	0.23	$	0.24
Discontinued operations	—		0.00		—		0.00
Basic net income per common share	$	0.11	$	0.05	$	0.23	$	0.24

Diluted net income per common share:
Continuing operations	$	0.11	$	0.05	$	0.22	$	0.23
Discontinued operations	—		0.00		—		0.00
Diluted net income per common share	$	0.11	$	0.05	$	0.22	$	0.23

Weighted average common shares outstanding - basic	148,035,283		146,958,986		147,692,441		147,008,732
Weighted average common shares outstanding - diluted	149,713,653		148,373,631		149,579,861		148,964,788

See notes to unaudited condensed consolidated financial statements

MIMEDX GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(in thousands, except share data)
(unaudited)


	Common Stock Issued			Additional Paid-In		Accumulated
	Shares	Amount		Capital			Deficit		Total
Balance at June 30, 2025	147,924,862	$	148	$	291,096		$	(74,620)	$	216,624

Share-based compensation expense	—	—		4,919			—		4,919

Employee stock purchase plan	130,338	—		737			—		737
Issuance of restricted stock, net	20,730	—		(82)			—		(82)

Net income	—	—		—			16,748		16,748
Balance at September 30, 2025	148,075,930	$	148	$	296,670		$	(57,872)	$	238,946


	Common Stock Issued			Additional Paid-In		Accumulated
	Shares	Amount		Capital			Deficit		Total
Balance at June 30, 2024	146,749,402	$	147	$	274,685		$	(106,792)	$	168,040
Share-based compensation expense	—	—		3,810			—		3,810
Employee stock purchase plan	123,857	—		785			—		785
Exercise of stock options	61,666	—		387			—		387
Issuance of restricted stock, net	27,887	—		(109)			—		(109)

Net Income	—	—		—			8,095		8,095

Balance at September 30, 2024	146,962,812	$	147	$	279,558		$	(98,697)	$	181,008


	Common Stock Issued			Additional Paid-In		Accumulated
	Shares	Amount		Capital			Deficit		Total
Balance at December 31, 2024	146,932,032	$	147	$	284,219		$	(91,259)	$	193,107
Share-based compensation	—	—		13,933			—		13,933
Employee stock purchase plan	279,795	—		1,586			—		1,586
Issuance of restricted stock, net	864,103	1		(3,068)			—		(3,067)

Net Income	—	—		—			33,387		33,387
Balance at September 30, 2025	148,075,930	$	148	$	296,670		$	(57,872)	$	238,946


	Common Stock Issued			Additional Paid-In		Accumulated
	Shares	Amount		Capital			Deficit		Total
Balance at December 31, 2023	146,227,639	$	146	$	276,249		$	(133,678)	$	142,717
Share-based compensation expense	—	—		12,240			—		12,240
Employee stock purchase plan	245,640	—		1,583			—		1,583
Exercise of stock options	207,686	—		1,398			—		1,398
Issuance of restricted stock, net	1,481,847	2		(2,613)			—		(2,611)
Shares received in settlement of litigation	(1,200,000)	(1)		(9,299)			—		(9,300)
Net income	—	—		—			34,981		34,981
Balance at September 30, 2024	146,962,812	$	147	$	279,558		$	(98,697)	$	181,008

See notes to unaudited condensed consolidated financial statements

MIMEDX GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)

(unaudited)


	Nine Months Ended September 30,
	2025		2024
Cash flows from operating activities:
Net income from continuing operations	$	33,387	$	34,560
Adjustments to reconcile net income from continuing operations to net cash flows provided by operating activities from continuing operations:
Share-based compensation	13,933		12,240
Depreciation and amortization	11,661		3,051
Deferred income taxes	6,659		10,142
Credit loss expense	3,149		141
Non-cash lease expenses	937		972

Shares received in settlement of litigation	—		(9,300)
Loss on extinguishment of debt	—		1,401
Other	543		1,001




Increase (decrease) in cash resulting from changes in:
Accounts receivable	(25,507)		(299)
Inventory	(2,695)		(2,797)
Prepaid expenses	770		2,717
Other assets	(5,701)		(521)
Accounts payable	3,705		(2,123)
Accrued compensation	5,571		(600)
Accrued expenses	3,812		(931)
Other liabilities	(1,177)		(1,307)
Net cash flows from operating activities of continuing operations	49,047		48,347
Net cash flows used in operating activities of discontinued operations	—		(931)
Net cash flows provided by operating activities	49,047		47,416

Cash flows from investing activities:

Cash paid for acquisitions	(3,764)		(5,366)
Purchases of equipment	(748)		(1,420)
Patent application costs	(39)		(30)
Other investments	(2,000)		—
Net cash flows used in investing activities	(6,551)		(6,816)



Cash flows from financing activities:
Stock repurchased for tax withholdings on vesting of restricted stock	(3,067)		(2,611)
Principal payment on Citizens Term Loan Facility	(750)		(750)
Cash paid for Profit Share Payment (Note 12)	(1,012)		—
Proceeds from Citizens Revolving Credit Facility	—		30,000
Proceeds from Citizens Term Loan Facility	—		19,783
Prepayment premium on previous term loan	—		(500)
Deferred financing cost	—		(1,101)
Repayment of previous term loan	—		(50,000)
Repayment of Citizens Revolving Credit Facility	—		(30,000)
Proceeds from exercise of stock options	—		1,398
Principal payments on finance lease	—		(18)
Net cash flows used in financing activities	(4,829)		(33,799)

Net change in cash	37,667		6,801

Cash and cash equivalents, beginning of period	104,416		82,000
Cash and cash equivalents, end of period	$	142,083	$	88,801

See notes to unaudited condensed consolidated financial statements

MIMEDX GROUP, INC.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

1.Nature of Business

MiMedx Group, Inc. (together with its subsidiaries, except where the context otherwise requires, “MIMEDX,” or the “Company”) is a pioneer and leader focused on helping humans heal. With more than a decade of helping clinicians manage chronic and other hard-to-heal wounds, MIMEDX is dedicated to providing a leading portfolio of products for applications in the wound care, burn, and surgical sectors of healthcare. The Company’s vision is to be the leading global provider of healing solutions through relentless innovation to restore quality of life. All of the Company’s products sold in the United States are regulated by the United States Food and Drug Administration (“FDA”).

The Company’s product portfolio and product development focuses on Wound and Surgical markets.

The Company’s business is focused primarily on the United States, but the Company also has an emerging commercial presence in several international locations, including Japan.

2.Significant Accounting Policies

Please see Note 2, Significant Accounting Policies, to the Company’s Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”), filed with the Securities and Exchange Commission (“SEC”) on February 26, 2025 for a description of all significant accounting policies.

Basis of Presentation

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations for the periods presented have been included. The operating results for the three and nine months ended September 30, 2025 and 2024 are not necessarily indicative of the results that may be expected for the full fiscal year. The balance sheet as of December 31, 2024 was derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements.

These unaudited condensed consolidated financial statements should be read in conjunction with the historical consolidated financial statements of the Company included in the 2024 Form 10-K.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of MiMedx Group, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation.

Use of Estimates

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported condensed consolidated statements of operations during the reporting period. Actual results could differ from those estimates. Significant estimates include estimated useful lives and potential impairment of property and equipment, estimates of impairment for goodwill and intangible assets, estimates of useful lives for intangible assets, estimates of loss for contingent liabilities, estimate of allowance for doubtful accounts, estimates of fair value of and the probable achievement of performance conditions associated with share-based payment awards, estimates of returns and allowances, estimate of fair value of the remaining Profit Share Payments (as defined below), determination of fair value of hybrid instruments valued under the Fair Value Option, and valuation of deferred tax assets.

Recently Issued Accounting Standards Not Yet Adopted

Accounting Standards Update 2023-09 - Income Taxes

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, “Improvement to Income Tax Disclosures (Topic 740)”, which requires additional disclosures for income tax rate reconciliations, income taxes paid, and certain other tax disclosures. ASU 2023-09 is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in ASU 2023-09 address investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. Adoption is required for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

Accounting Standards Update 2024-04 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40),” which requires disaggregated disclosure of certain income statement expenses within the footnotes to the financial statements. ASU 2024-03 is intended to address requests from investors for more detailed information about the types of expenses in commonly presented expense captions such as cost of sales, selling, general and administrative expenses, and research and development. Adoption is required for annual periods beginning after December 15, 2026 and interim periods within annual periods beginning after December 15, 2027. The Company is currently evaluating the impact of this standard on its consolidated financial statements.

All other ASUs issued and not yet effective as of September 30, 2025, and through the date of this report, were assessed and determined to be either not applicable or are expected to have minimal impact on the Company’s current and future financial position and results of operations.

3. Accounts Receivable, Net

Accounts receivable, net, consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Accounts receivable, gross	$	83,603	$	58,960
Less: allowance for doubtful accounts	(5,417)		(3,132)
Accounts receivable, net	$	78,186	$	55,828

Activity related to the Company’s allowance for doubtful accounts for the three and nine September 30, 2025 and 2024 were as follows (in thousands):


	2025		2024
Balance at January 1	$	3,132	$	3,144
Credit loss expense	742		199
Write-offs	—		$	(77)
Balance at March 31	3,874		$	3,266
Credit loss expense	351		220
Write-offs	(281)		(217)
Balance at June 30	3,944		3,269
Credit loss expense (reversal)	2,056		(279)
Write-offs	(583)		(223)
Balance at September 30	$	5,417	$	2,767

4. Inventory

Inventory consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Raw materials	$	933	$	1,010
Work in process	6,229		8,580
Finished goods	19,340		14,217


Inventory	$	26,502	$	23,807

5. Property and Equipment, Net

Property and equipment, net, consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Laboratory and clean room equipment	$	15,750	$	15,549
Furniture and equipment	1,971		1,951
Leasehold improvements	8,937		8,213
Construction in progress	437		686
Asset retirement cost	880		867

Property and equipment, gross	27,975		27,266
Less: accumulated depreciation and amortization	(22,972)		(21,322)
Property and equipment, net	$	5,003	$	5,944

Depreciation expense was the following (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Depreciation Expense	$	572	$	580	$	1,692	$	1,715

6. Intangible Assets, Net

Intangible assets, net, are summarized as follows (in thousands):


	September 30, 2025						December 31, 2024
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Amortized intangible assets
Patents and know-how	$	10,574	$	(8,753)	$	1,821	$	10,320	$	(8,488)	$	1,832
Licenses	1,500		(150)		1,350		1,000		(104)		896
Customer and supplier relationships	7,659		(2,295)		5,364		7,659		(1,147)		6,512
Tradenames and trademarks	11,888		(10,360)		1,528		2,937		(1,850)		1,087
Total amortized intangible assets	$	31,621	$	(21,558)	$	10,063	$	21,916	$	(11,589)	$	10,327

Unamortized intangible assets:
Tradenames and trademarks	$	1,008			$	1,008	$	1,008			$	1,008
Patents in Process	76				76		291				291
Total intangible assets	$	32,705			$	11,147	$	23,215			$	11,626

The Company recognized $0.3 million and $0.4 million of impairment of intangible assets during the three and nine months ended September 30, 2024, respectively, which related to abandoned patents.

Expected future amortization of intangible assets as of September 30, 2025, is as follows (in thousands):


Year ending December 31,	Estimated Amortization Expense
2025 (excluding the nine months ended September 30, 2025)	$	2,039
2026	1,890
2027	1,890
2028	1,887
2029	731
Thereafter	1,626
Total amortized intangible assets	$	10,063

7. Accrued Expenses

Accrued expenses consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Commissions to sales agents	$	4,611	$	3,843
Accrued rebates	2,152		1,223
Estimated sales returns	2,299		1,990
Legal costs	2,084		459



Other	1,679		1,497
Accrued expenses	$	12,825	$	9,012

8. Long Term Debt, Net

Citizens Credit Agreement

On January 19, 2024, the Company entered into the Citizens Credit Agreement, which provided the Company with $30.0 million under the Revolving Credit Facility and $20.0 million under the Term Loan Facility. On February 27, 2024, the Company repaid the initial $30.0 million draw under the Revolving Credit Facility and had no outstanding borrowings under this facility as of September 30, 2025. The Term Loan Facility matures on January 19, 2029 (the “Maturity Date”).

Borrowings under the Citizens Credit Agreement bear interest at a rate per annum equal to (i) the Alternate Base Rate, as defined therein, or (ii) a Term SOFR as defined therein, in each case plus an applicable margin ranging from 1.25% and 2.50% with respect to Alternate Base Rate borrowings and 2.25% and 3.50% for Term SOFR borrowings, plus a fallback provision of 0.1%. The Term Loan Facility carried an interest rate of 6.5% as of September 30, 2025.

The noncurrent portion of the Term Loan Facility was $16.8 million and $17.8 million as of September 30, 2025 and December 31, 2024, respectively. The current portion of the Term Loan Facility was $1.4 million and $1.0 million as of September 30, 2025 and December 31, 2024, respectively.

Interest expense related to the Term Loan Facility included in interest income (expense), net in the unaudited condensed consolidated statements of operations. Interest Expense related to the Term Loan Facility was $0.4 million for the three months ended September 30, 2025 and $0.4 million for the three months ended September 30, 2024. Interest Expense related to the Term Loan Facility was $1.2 million for the nine months ended September 30, 2025 and $1.5 million for the nine months ended September 30, 2024.

Interest expense related to the Revolving Credit Facility included in interest income (expense), net in the unaudited condensed consolidated statements of operations. Interest Expense related to the Revolving Credit Facility was $0.1 million for the three months ended September 30, 2025 and $0.1 million for the three months ended September 30, 2024. Interest Expense related to the Revolving Credit Facility was $0.3 million for the nine months ended September 30, 2025 and $0.3 million for the nine months ended September 30, 2024.

A summary of principal payments due on the Term Loan Facility, by year, from September 30, 2025 through maturity are as follows (in thousands):


Year ending December 31,	Principal
2025 (excluding the nine months ended September 30, 2025)	$	250
2026	1,500
2027	1,500
2028	2,000
2029	13,000
Outstanding principal	$	18,250

As of September 30, 2025, the fair value of the Term Loan Facility was $18.0 million. This valuation was calculated based on a series of Level 2 and Level 3 inputs, including a discount rate based on the credit risk spread of debt instruments of similar risk character in reference to U.S. Treasury instruments with similar maturities, with an incremental risk premium for risk factors specific to the Company. Fair value was calculated by discounting the remaining cash flows associated with the Term Loan Facility to September 30, 2025 using this discount rate.

9. Net Income Per Common Share

Net income per common share is calculated using two methods: basic and diluted.

Basic Net Income Per Common Share

The following table provides a reconciliation of net income from continuing operations and calculation of basic net income per common share for each of the three and nine months ended September 30, 2025 and 2024 (in thousands, except share and per share amounts).


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Net income from continuing operations	$	16,748	$	7,878	$	33,387	$	34,560
Income from discontinued operations, net of tax	—		217		—		421
Net income	$	16,748	$	8,095	$	33,387	$	34,981







Weighted average common shares outstanding	148,035,283		146,958,986		147,692,441		147,008,732
Basic net income per common share:
Continuing operations	$	0.11	$	0.05	$	0.23	$	0.24
Discontinued operations	—		0.00		—		0.00
Basic net income per common share	$	0.11	$	0.05	$	0.23	$	0.24

Diluted Net Income Per Common Share

The following table sets forth the computation of diluted net income per common share (in thousands, except share and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024







Net income from continuing operations	$	16,748	$	7,878	$	33,387	$	34,560
Income from discontinued operations, net of tax	—		217		—		421
Net income	$	16,748	$	8,095	$	33,387	$	34,981
Weighted average shares outstanding	148,035,283		146,958,986		147,692,441		147,008,732
Adjustments:
Potential common shares
Restricted stock unit awards	1,030,191		881,237		1,206,093		1,433,335
Outstanding stock options	507,478		394,767		525,985		450,168
Performance stock unit awards	140,701		114,050		155,342		57,629
Employee stock purchase plan	—		24,591		—		14,924
Total adjustments	1,678,370		1,414,645		1,887,420		1,956,056
Weighted average shares outstanding adjusted for potential common shares	149,713,653		148,373,631		149,579,861		148,964,788
Diluted net income per common share:

SEC Form 10-Q filed by MiMedx Group Inc