Zynex Inc 8-K Filing

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Key Financial Figures

• $0.001 — ge on which registered Common Stock, $0.001 par value per share ZYXI The Nasdaq
• $22.3 million — the "DIP Lenders") agreed to provide a $22.3 million delayed draw senior secured debtor-in-p
• $10.15 million — n term loan available in three draws of $10.15 million on initial draw, $5.0 million on the se
• $5.0 million — raws of $10.15 million on initial draw, $5.0 million on the second draw, and $7.15 million o
• $7.15 million — w, $5.0 million on the second draw, and $7.15 million on the third draw (the "DIP Facility").
• $25,000 — e DIP Facility includes an agent fee of $25,000, an upfront fee to the DIP Lenders of $
• $669,000 — 0, an upfront fee to the DIP Lenders of $669,000 payable in-kind at the first draw, an e
• $5,000,000 — of the DIP Facility, a backstop fee of $5,000,000 payable in-kind to certain of the lende

Filing Documents

• zyxi-20251217x8k.htm (8-K) — 70KB
• zyxi-20251217xex10d1.htm (EX-10.1) — 915KB
• 0001104659-25-122563.txt ( ) — 1259KB
• zyxi-20251217.xsd (EX-101.SCH) — 3KB
• zyxi-20251217_lab.xml (EX-101.LAB) — 15KB
• zyxi-20251217_pre.xml (EX-101.PRE) — 10KB
• zyxi-20251217x8k_htm.xml (XML) — 5KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. As previously reported, 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"). On the Petition Date, prior to commencing the Chapter 11 Cases, the Company Parties entered into a restructuring support agreement (including (i) a term sheet annexed thereto setting forth the terms of the DIP Facility (as defined below) (the "DIP Term Sheet") and (ii) a term sheet setting forth the key terms of the restructuring transactions (together with the DIP Facility, the "Restructuring Transactions") and together with all annexes and exhibits thereto, the "RSA") with certain holders of, or investment advisors, sub-advisers or managers of discretionary accounts that hold, the Company's 5.00% Convertible Senior Notes due 2026 (the "Convertible Notes Claims") (collectively, the "Consenting Noteholders") and certain lenders under the DIP Facility (the "RSA DIP Lenders"). The RSA DIP Lenders together with Steven Dyson, our chief executive officer (or an entity controlled by Mr. Dyson) (the "Affiliated Lender" and together with the RSA DIP Lenders, the "DIP Lenders") agreed to provide a $22.3 million delayed draw senior secured debtor-in-possession term loan available in three draws of $10.15 million on initial draw, $5.0 million on the second draw, and $7.15 million on the third draw (the "DIP Facility"). In connection with the Chapter 11 Cases, the Company Parties filed a motion for approval of the DIP Facility [Docket No. 16]. On December 17, 2025, following receipt of interim approval from the Court (the "DIP Order"), the Company entered into the DIP Facility in

03. Bankruptcy or Receivership

Item 1.03. Bankruptcy or Receivership. The information regarding the DIP Facility set forth in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 1.03 by reference. Item 2.03. Creation of a Direct Financial Obligation or Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information regarding the DIP Facility and DIP Credit Agreement set forth in Item 1.01 of this Current Report on from 8-K is incorporated into this Item 2.03 by reference.

01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On December 17, 2025, the Company received a written notice (the "Notice") from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that, pursuant to Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1, Nasdaq had determined to delist the Company's common stock as a result of the Chapter 11 Cases. Pursuant to Nasdaq listing rules, the Company has the right to appeal Nasdaq's delisting determination. The Notice further advises that Nasdaq will suspend trading of the Company's common stock at the opening of business on December 24, 2025 and that Nasdaq will file a Form 25-NSE with the Securities and Exchange Commission (the "SEC") to effect the delisting of the Company's common stock unless the Company requests an appeal of this determination. The Company does not intend to appeal this determination. The Company anticipates that following suspension from trading, its common stock will commence trading on one of the markets operated by OTC Markets Group. The Company can provide no assurance that the common stock will commence or continue to trade on this market, whether broker-dealers will continue to provide public quotes of the common stock on this market, whether the trading volume of the common stock will be sufficient to provide for an efficient trading market or whether quotes for the common stock will continue on this market in the future. 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 t

Forward-Looking Statements

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 chapter 11 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 Chapt

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Senior Secured Debtor-In-Possession Credit Agreement, dated as of December 17, 2025, among Zynex, Inc., the guarantors party thereto, the lenders party thereto and Wilmington Savings Fund Society, FSB, as Administrative Agent and Collateral Agent. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 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. DATED: December 18, 2025 ZYNEX, INC. By: /s/ John Bibb Name: John Bibb Title: Chief Legal Officer

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