8-K current report · filed Aug 11, 2026

Sanara MedTech Inc. (SMTI) 8-K Current Report: August 11, 2026

Item 1.01Item 7.01SMTI overview

Short answer

Sanara MedTech Inc. (SMTI) filed an 8-K current report with the SEC on August 11, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure). MiMedx to acquire Sanara for $33.00 cash plus 0.4735 MiMedx shares per SMTI share, with stock component valued at $2.00.

Sanara MedTech Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • MiMedx to acquire Sanara for $33.00 cash plus 0.4735 MiMedx shares per SMTI share, with stock component valued at $2.00
  • Board-unanimous transaction creates a MiMedx subsidiary, subject to majority stockholder approval and regulatory clearances
  • Specified stockholders controlling approximately 38.9% of voting power agreed to support the merger, materially strengthening approval certainty
  • $9,660,336 company termination fee limits competing bids; MiMedx owes $22,540,785 if it fails to close when required
  • Expected closing by July 29, 2027, extendable to January 29, 2028 for unresolved antitrust approvals; SMTI shares would then be delisted from Nasdaq

Item 7.01 · Regulation FD Disclosure

  • Proposed MiMedx–Sanara business combination remains subject to regulatory approvals and Sanara stockholder approval
  • Transaction timing and anticipated benefits remain uncertain, with potential abandonment if closing conditions fail
  • Sanara may incur significant transaction costs, litigation exposure, operational disruption and a potential termination fee
  • MiMedx plans Form S-4 registration statement containing Sanara proxy statement and MiMedx prospectus
  • Investors should review the definitive proxy statement/prospectus before voting or making investment decisions

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