Form 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2025

[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________.

Commission File Number: 0-12305

KORU MEDICAL SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware	13-3044880
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

100 Corporate Drive, Mahwah, New Jersey	07430
(Address of principal executive offices)	(Zip Code)

(845) 469-2042

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value	KRMD	The Nasdaq Stock Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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. [X] Yes [_] No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). [X] Yes [_] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

	Large accelerated filer [_]	Accelerated filer [_]
	Non-accelerated filer [X]	Smaller reporting company [X]
		Emerging growth company [_]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). [_] Yes [X] No

As of August 6, 2025, 46,234,957 shares of common stock, $0.01 par value per share, were outstanding, which excludes 3,438,526 shares of treasury stock.

KORU MEDICAL SYSTEMS, INC.

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2025

TABLE OF CONTENTS

		PAGE

PART I. FINANCIAL INFORMATION

ITEM 1.	Financial Statements (Unaudited)	3

	Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024	3

	Statements of Operations (Unaudited) for the three and six months ended June 30, 2025 and 2024	4

	Statements of Cash Flows (Unaudited) for the six months ended June 30, 2025 and 2024	5

	Statements of Stockholders' Equity (Unaudited) for the three and six months ended June 30, 2025 and 2024	6

	Notes to Financial Statements	7

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14

ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	18

ITEM 4.	Controls and Procedures	18

PART II. OTHER INFORMATION

ITEM 1A.	Risk Factors	19

ITEM 6.	Exhibits	19

	Signatures	20

- 2 -


	June 30,			December 31,
	2025			2024
	(UNAUDITED)

ASSETS

CURRENT ASSETS
Cash and cash equivalents	$	8,054,716		$	9,580,947
Accounts receivable less allowance for credit losses of $0 as of June 30, 2025 and December 31, 2024		4,929,071			5,720,750
Inventory		3,947,843			2,803,669
Other receivables		161,190			277,193
Prepaid expenses		486,524			749,851
TOTAL CURRENT ASSETS		17,579,344			19,132,410
Property and equipment, net		4,370,629			4,290,515
Intangible assets, net of accumulated amortization of $493,244 and $458,538 as of June 30, 2025 and December 31, 2024, respectively		698,974			730,279
Operating lease right-of-use assets		2,768,376			2,966,341
Other assets		98,970			98,970
TOTAL ASSETS	$	25,516,293		$	27,218,515

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES
Accounts payable	$	1,094,539		$	1,649,969
Accrued expenses		3,635,525			3,924,184
Note payable		—			271,152
Other liabilities		104,102			29,269
Accrued payroll and related taxes		688,942			811,401
Financing lease liability – current		118,647			115,587
Operating lease liability – current		409,019			400,258
TOTAL CURRENT LIABILITIES		6,050,774			7,201,820
Financing lease liability, net of current portion		145,469			202,613
Operating lease liability, net of current portion		2,793,676			3,000,403
TOTAL LIABILITIES		8,989,919			10,404,836

STOCKHOLDERS’ EQUITY
Common stock, $0.01 par value, 75,000,000 shares authorized, 49,655,459 and 49,377,617 shares issued 46,234,957 and 45,957,115 shares outstanding as of June 30, 2025, and December 31, 2024, respectively		496,555			493,776
Additional paid-in capital		50,664,323			49,581,303
Treasury stock, 3,438,526 shares as of June 30, 2025 and December 31, 2024, at cost		(3,882,494	)		(3,882,494	)
Accumulated deficit		(30,752,010	)		(29,378,906	)
TOTAL STOCKHOLDERS’ EQUITY		16,526,374			16,813,679
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	25,516,293		$	27,218,515


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2025			2024			2025			2024

NET REVENUES	$	10,194,800		$	8,430,089		$	19,829,875		$	16,627,887
Cost of goods sold		3,719,031			2,950,339			7,307,771			6,044,839
Gross Profit		6,475,769			5,479,750			12,522,104			10,583,048

OPERATING EXPENSES
Selling, general and administrative		5,384,148			5,319,688			11,343,522			10,677,308
Research and development		1,194,789			1,134,232			2,309,398			2,609,907
Depreciation and amortization		209,487			217,864			426,844			449,233
Total Operating Expenses		6,788,424			6,671,784			14,079,764			13,736,448

Net Operating Loss		(312,655	)		(1,192,034	)		(1,557,660	)		(3,153,400	)

Non-Operating Income/(Expense)
Gain/(Loss) on currency exchange		44,193			(10,680	)		49,781			(22,159	)
Loss on disposal of fixed assets, net		—			—			—			(300	)
Interest income, net		78,951			213,999			152,130			251,186
TOTAL OTHER INCOME		123,144			203,319			201,911			228,727

LOSS BEFORE INCOME TAXES		(189,511	)		(988,715	)		(1,355,749	)		(2,924,673	)

Income Tax Expense		(17,356)			—			(17,356)			—

NET LOSS	$	(206,867	)	$	(988,715	)	$	(1,373,105	)	$	(2,924,673	)

NET LOSS PER SHARE

Basic & Diluted	$	(0.00	)	$	(0.02	)	$	(0.03	)	$	(0.06	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING

Basic & Diluted		46,193,709			45,811,373			46,088,353			45,761,799


	For the Six Months Ended
	June 30,
	2025			2024

CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$	(1,373,105	)	$	(2,924,673	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense and warrant expense		1,113,334			1,314,384
Depreciation and amortization		426,844			449,233
Loss on disposal of fixed assets		—			300
Non-cash lease adjustments		—			(10,994	)
Changes in operating assets and liabilities:
Accounts receivable		791,679			(1,800,871	)
Inventory		(1,144,174	)		892,551
Prepaid expenses and other assets		379,330			774,313
Other liabilities		74,833			(64,731	)
Accounts payable		(555,430	)		620,498
Accrued payroll and related taxes		(122,459	)		(18,691	)
Accrued expenses		(288,659	)		433,296
NET CASH USED IN OPERATING ACTIVITIES		(697,807	)		(335,385	)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment		(472,252	)		(257,367	)
Purchases of intangible assets		(3,400	)		(24,216	)
NET CASH USED IN INVESTING ACTIVITIES		(475,652	)		(281,583	)

CASH FLOWS FROM FINANCING ACTIVITIES
Payments on insurance finance indebtedness		(271,152	)		(314,344	)
Payments on finance lease liability		(54,084	)		(53,995	)
Payments for taxes related to net share settlement of equity awards		(27,536	)		(38,932	)
NET CASH USED IN FINANCING ACTIVITIES		(352,772	)		(407,271	)

NET DECREASE IN CASH AND CASH EQUIVALENTS		(1,526,231	)		(1,024,239	)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		9,580,947			11,482,240
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	8,054,716		$	10,458,001

Supplemental Information
Cash paid during the periods for:
Interest	$	7,563		$	20,491
Income taxes	$	17,356		$	—


				Additional								Total
	Common Stock			Paid-in		Accumulated			Treasury			Stockholders’
	Shares	Amount		Capital		Deficit			Stock			Equity

BALANCE, DECEMBER 31, 2024	49,377,617	$	493,776	$	49,581,303	$	(29,378,906	)	$	(3,882,494	)	$	16,813,679
Issuance of stock-based compensation	183,881		1,839		95,661		—			—			97,500
Compensation expense related to stock options	—		—		359,197		—			—			359,197
Compensation related to restricted stock	—		—		227,860		—			—			227,860
Issuance of warrants	—		—		13,032		—			—			13,032
Net loss	—		—		—		(1,166,237	)		—			(1,166,237	)
BALANCE, MARCH 31, 2025	49,561,498	$	495,615	$	50,277,053	$	(30,545,143	)	$	(3,882,494	)	$	16,345,031

Issuance of stock-based compensation	93,961		940		96,560		—			—			97,500
Compensation expense related to stock options	—		—		147,944		—			—			147,944
Compensation related to restricted stock	—		—		142,766		—			—			142,766
Net loss	—		—		—		(206,867	)		—			(206,867	)
BALANCE, JUNE 30, 2025	49,655,459	$	496,555	$	50,664,323	$	(30,752,010	)	$	(3,882,494	)	$	16,526,374

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Revenues
Domestic	$	8,012,272	$	6,779,298	$	15,217,904	$	13,163,381
International		2,182,528		1,650,791		4,611,971		3,464,506
Total	$	10,194,800	$	8,430,089	$	19,829,875	$	16,627,887

	June 30, 2025			December 31, 2024

Furniture and office equipment	$	1,443,144		$	1,433,622
Leasehold improvements		1,953,653			1,953,653
Manufacturing equipment and tooling		4,835,351			4,376,147
Total property and equipment		8,232,148			7,763,422
Less: accumulated depreciation and amortization		(3,861,519	)		(3,472,907	)
Property and equipment, net	$	4,370,629		$	4,290,515

	Shares		Weighted Average Exercise Price

Outstanding at January 1	2,687,024		$	3.07
Granted	234,445		$	3.21
Exercised	(63,002	)	$	2.22
Forfeited	(189,006	)	$	2.22
Outstanding at June 30	2,669,461		$	3.17
Options exercisable at June 30	1,723,752		$	3.42

Range of Exercise Price	Number Outstanding	Weighted Average Remaining Contractual Life	Weighted Average Exercise Price		Number Exercisable	Weighted Average Exercise Price

$2.08-$3.98	2,669,461	7.03 years	$	3.17	1,723,752	$	3.42

	Shares		Weighted Average Grant-Date Fair Value

Outstanding at January 1	155,334		$	1.48
Granted	—		$	—
Exercised	(22,000	)	$	1.48
Vested	—		$	—
Forfeited/canceled	(133,334	)	$	1.48
Outstanding at June 30	—		$	—

	Shares		Weighted Average Grant-Date Fair Value

Unvested at January 1	1,269,937		$	2.54
Granted	445,399		$	3.71
Vested	(199,750	)	$	3.06
Forfeited/canceled	(46,777	)	$	1.98
Unvested at June 30	1,468,809		$	2.89

	June 30, 2025	December 31, 2024
Weighted Average Remaining Lease Term
Operating leases	4.6 Years	5.1 Years
Finance leases	2.2 Years	2.7 Years

Weighted Average Discount Rate
Operating leases	6.42%	6.52%
Finance leases	6.47%	6.34%

Year Ending December 31,	Operating Leases			Finance Leases
Remainder of 2025	$	266,990		$	65,718
2026		533,979			131,437
2027		533,979			74,194
2028		520,985			6,180
2029		501,595			—
Thereafter		1,332,009			—
Total undiscounted lease payments		3,689,537			277,529
Less: imputed interest		(486,842	)		(13,413	)
Total lease liabilities	$	3,202,695		$	264,116

	Three Months Ended June 30,				Change from Prior Year			% of Net Revenues
	2025		2024		$		%	2025	2024
Net Revenues
Domestic Core	$	7,097,285	$	6,156,098	$	941,187	15.3%	69.6%	73.0%
International Core		2,180,111		1,628,191		551,920	33.9%	21.4%	19.3%
Total Core		9,277,396		7,784,289		1,493,107	19.2%	91.0%	92.3%
Pharma Services and Clinical Trials		917,404		645,800		271,604	42.1%	9.0%	7.7%
Total	$	10,194,800	$	8,430,089	$	1,764,711	20.9%	100%	100%

	Six Months Ended June 30,				Change from Prior Year			% of Net Revenues
	2025		2024		$		%	2025	2024
Net Revenues
Domestic Core	$	14,025,250	$	12,109,963	$	1,915,287	15.8%	70.7%	72.8%
International Core		4,608,773		3,418,674		1,190,099	34.8%	23.2%	20.6%
Total Core		18,634,023		15,528,637		3,105,386	20.0%	94.0%	93.4%
Pharma Services and Clinical Trials		1,195,852		1,099,250		96,602	8.8%	6.0%	6.6%
Total	$	19,829,875	$	16,627,887	$	3,201,988	19.3%	100%	100%

	Six Months Ended June 30, 2025			Six Months Ended June 30, 2024
Net cash used in operating activities	$	(697,807	)	$	(335,385	)
Net cash used in investing activities	$	(475,652	)	$	(281,583	)
Net cash used in financing activities	$	(352,772	)	$	(407,271	)

Exhibit No.	Description

10.1	Employment Agreement dated as of June 30, 2025 between KORU Medical Systems, Inc. and Adam Kalbermatten (filed herewith).*

10.2	Nonqualified Stock Option Award dated as of August 1, 2025 between KORU Medical Systems, Inc. and Adam Kalbermatten (filed herewith).*

10.3	Restricted Stock Agreement dated as of July 28, 2025 between KORU Medical Systems, Inc. and Adam Kalbermatten (filed herewith).*

31.1	Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act 2002

31.2	Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act 2002

32.1	Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act 2002

32.2	Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act 2002

101.INS	Inline XBRL Instance Document - the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH	Inline XBRL Taxonomy Extension Schema Document

101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF	Inline XBRL Taxonomy Definition Linkbase Document

101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document

104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	KORU MEDICAL SYSTEMS, INC.

August 6, 2025	/s/ Linda Tharby
	Linda Tharby, President and Chief Executive Officer (Principal Executive Officer)

August 6, 2025	/s/ Thomas Adams
	Thomas Adams, Chief Financial Officer and Treasurer (Principal Financial Officer)

SEC Form 10-Q filed by KORU Medical Systems Inc.