Sanara MedTech Inc 2024年度报告

FORM10-K ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31,2024 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission File Number001-39678 SANARA MEDTECH INC.(Exact name of Registrant as specified in its charter) Texas59-2219994(State or other jurisdiction of(I.R.S. Employerincorporation or organization)Identification No.) 1200 Summit Ave,Suite 414,Fort Worth,Texas76102(Address of principal executive offices) (817)529-2300(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on which registeredTheNasdaqCapital Market Securities registered pursuant to Section 12(g) of the Exchange Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.☐.☐Yes☒No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.☐Yes☒No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange 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☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerAccelerated filerNon-accelerated filerSmaller reportingcompanyEmerging growthcompany☐☐☒☒☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying 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 has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June28, 2024(the last business day of the registrant’s most recently completed second fiscal quarter), based on the $28.22 closing price as of suchdate, was approximately $118,175,765. As of March18, 2025,8,901,903shares of the Issuer’s common stock, $0.001par value per share, were issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE The information required by Part III of this Annual Report on Form 10-K, to the extent not set forth herein, is incorporated byreference to the registrant’s Definitive Proxy Statement on Schedule 14A relating to the 2025 Annual Meeting of Shareholders whichwill be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Annual Reporton Form 10-K relates. SANARA MEDTECH INC.Form 10-KFor the Year Ended December 31, 2024 PagePART I.ITEM 1BUSINESS4ITEM 1ARISK FACTORS18ITEM 1BUNRESOLVED STAFF COMMENTS39ITEM 1CCYBERSECURITY40ITEM 2PROPERTIES40ITEM 3LEGAL PROCEEDINGS40ITEM 4MINE SAFETY DISCLOSURES40PART II.ITEM 5MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS ANDISSUER PURCHASES OF EQUITY SECURITIES41ITEM 6RESERVED41ITEM 7MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS42ITEM 7AQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK55ITEM 8FINANCIAL STATEMENTS AND SUPPLEMENTARY DATAF-1ITEM 9CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FI