Envoy Medical Files 8-K: Agreement Termination & Officer Changes

Ticker: COCHW · Form: 8-K · Filed: Aug 26, 2025 · CIK: 1840877

Sentiment: neutral

Topics: agreement-termination, management-change, corporate-action

TL;DR

Envoy Medical terminated a major deal and shuffled execs/directors. Big changes ahead.

AI Summary

Envoy Medical, Inc. filed an 8-K on August 26, 2025, reporting the termination of a material definitive agreement and changes in its board and officer composition. The filing also includes financial statements and exhibits, with the date of the earliest event reported being August 25, 2025.

Why It Matters

This filing indicates significant corporate actions, including the end of a key agreement and potential shifts in leadership, which could impact the company's strategic direction and operational stability.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement and changes in directors/officers can signal underlying business challenges or strategic realignments, introducing uncertainty.

Key Players & Entities

FAQ

What was the specific material definitive agreement that Envoy Medical, Inc. terminated?

The filing indicates the termination of a material definitive agreement, but the specific details of this agreement are not provided in the provided text.

What were the reasons for the departure of directors or officers, or the election/appointment of new ones?

The filing notes changes in directors and officers, but the specific reasons for these changes are not detailed in the provided text.

When did Envoy Medical, Inc. change its name from Anzu Special Acquisition Corp I?

Envoy Medical, Inc. changed its name from Anzu Special Acquisition Corp I on January 15, 2021.

What is Envoy Medical, Inc.'s Standard Industrial Classification code?

Envoy Medical, Inc.'s Standard Industrial Classification code is 3842, related to Orthopedic, Prosthetic & Surgical Appliances & Supplies.

What is the exercise price for Envoy Medical, Inc.'s redeemable warrants?

The redeemable warrants are exercisable for one share of Class Common Stock at an exercise price of $11.50 per share.

Filing Stats: 825 words · 3 min read · ~3 pages · Grade level 11.3 · Accepted 2025-08-26 08:35:02

Key Financial Figures

Filing Documents

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement On August 25, 2025, Envoy Medical, Inc. (the "Company") entered into a Satisfaction of Promissory Notes (the "Satisfaction Agreement") with GAT Funding, LLC ("GAT Funding"), an entity controlled by the Company's largest stockholder, Glen Taylor. Pursuant to the terms of the Satisfaction Agreement, all of the Company's obligations under promissory notes issued to GAT Funding on February 27, 2024, August 27, 2024, and March 6, 2025, respectively, each in the initial principal amount of $10,000,000 will be deemed fully satisfied, including all interest obligations included therein, in exchange for a one-time payment by the Company to GAT Funding in the amount of $100,000. Also on August 25, 2025, the Company paid GAT Funding $100,000, which extinguished the aggregate $32,011,552 in principal and accrued interest on the promissory notes to GAT Funding. The Satisfaction Agreement was approved for the Company by the Audit Committee of the Board of Directors of the Company, comprised of all independent directors. Mr. Taylor did not serve on the Audit Committee. The foregoing description of the Satisfaction Agreement is qualified by reference to the terms of the Satisfaction Agreement, which is attached hereto as Exhibit 10.1. A copy of a press release issued by the Company on August 26, 2025 regarding the Satisfaction Agreement and the matters disclosed under Item 5.02 below is attached hereto as Exhibit 99.1. The information set forth Exhibit 99.1 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section. The information in Exhibit 99.1 shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On August 25, 2025, Glen Taylor delivered to the Company his resignation from the Board of Directors effective immediately. Mr. Taylor indicated that his resignation from the Board of Directors was to allow him to focus more attention to his other business interests and not because of a disagreement with the Company on any matter relating to the Company's operations, policies or practices.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Satisfaction of Promissory Notes by and between the Company and GAT Funding, LLC, dated effective August 25, 2025. 99.1 Press Release Issued by the Company on August 26, 2025. 104 Cover Page Interactive Data File (embedded with the Inline XBRL document). 1

SIGNATURES

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 hereunto duly authorized. ENVOY MEDICAL, INC. August 26, 2025 By: /s/ Brent T. Lucas Brent T. Lucas Chief Executive Officer 2

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