Encore Medical, INC. S-1/A Filing

Filing Documents

• tm2525595-15_s1a.htm (S-1/A) — 74KB
• tm2525595d16_ex4-3.htm (EX-4.3) — 36KB
• tm2525595d15_ex-filingfees.htm (EX-FILING FEES) — 34KB
• 0001104659-26-039715.txt ( ) — 284KB
• tm2525595d15_ex-filingfees_htm.xml (XML) — 10KB

Exhibits and Financial Statement Schedules

Item 16. Exhibits and Financial Statement Schedules (a) Exhibits. The following exhibits are included herein or incorporated herein by reference: Exhibit Number Description 1.1 Form of Underwriting Agreement. 3.2 Amended and Restated Articles of Incorporation of Registrant, effective November 17, 2025. 3.3 Amendment to the Amended and Restated Articles of Incorporation of Registrant, effective November 17, 2025. 3.4 Bylaws of Registrant, effective December 1, 2017. 3.5 Amended and Restated Bylaws of the Registrant, effective February 23, 2026. 4.1 Form of Registrant's Common Stock Certificate. 4.2 Form of Underwriters' Warrant. 4.3 Form of 2021–2022 Investor's Warrant 5.1 Opinion of Holland & Hart LLP. 10.1 Contract Sales and Manufacturing Agreement, by and between Cardia, Inc. and Registrant, effective November 15, 2024, and related addenda dated December 12, 2025. 10.2 Commercial Lease, by and between The Waters HM LLC and Registrant, effective February 3, 2023. 10.3 First Amendment to Commercial Lease, by and between The Waters HM LLC and Registrant, effective March 3, 2023. 10.4 Loan Agreement, by and between Merit Medical Systems, Inc. and Registrant, dated November 6, 2023. 10.4(a) Encore Medical, Inc. 2018 Stock Incentive Plan. 10.4(b) Form of Incentive Stock Option Agreement under the 2018 Stock Incentive Plan. 10.4(c) Form of Nonqualified Stock Option Award Agreement under the 2018 Stock Incentive Plan. 10.5 Security Agreement, by and between Merit Medical Systems, Inc. and Registrant, dated November 6, 2023. 10.6 Independent Contractor Agreement, by and between Registrant and Gregory Steiner, dated December 15, 2024. 10.7 Amended and Restated Convertible Promissory Note, by and between Christopher J. Turnbull and Registrant, dated November 24, 2025. 10.8 Convertible Promissory Note, by and between Joseph A. Marino and Registrant, dated November 24, 2025. 10.9 Conver

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Eagan, Minnesota, on this 3rd day of April 2026. ENCORE MEDICAL, INC. /s/ Joseph A. Marino Joseph A. Marino President and Chief Executive Officer Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated: Signature Title Date /s/ Joseph A. Marino Joseph A. Marino President, Chief Executive Officer and Director ( Principal Executive Officer ) April 3, 2026 * Scott S. Robinson Treasurer ( Principal Financial Officer and Principal Accounting Officer ) April 3, 2026 * Peter M. Buonomo Director April 3, 2026 * Todd C. Johnson Director April 3, 2026 * Timothy G. Laske, PhD Director April 3, 2026 * Christopher J. Turnbull Director April 3, 2026 *By: /s/ Joseph A. Marino Joseph A. Marino Attorney-in-Fact

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