UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(MARK ONE)

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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2024

☐	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 001-36159

STEREOTAXIS, INC.

(Exact name of the Registrant as Specified in its Charter)

delaware

94-3120386

(State or Other Jurisdiction of

Incorporation or Organization)

(I.R.S. Employer

Identification Number)

710 North Tucker Boulevard, Suite 110

St. Louis, MO 63101

(Address of Principal Executive Offices including Zip Code)

(314) 678-6100

(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, par value $0.001 per share		STXS		NYSE American LLC

Securities registered pursuant to Section 12(g) of the Act: None

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. 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 “See 232.405 of this Chapter” during the preceding 12 months (or for such shorter period that the registrant 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 smaller reporting company or an 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 ☒	Smaller reporting company ☒
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 Act). Yes ☐ No ☒

The number of outstanding shares of the registrant’s common stock on October 31, 2024, was 84,729,507.

STEREOTAXIS, INC.

INDEX TO FORM 10-Q

		Page

Part I Financial Information

Item 1.	Financial Statements (unaudited)
	Balance Sheets	3
	Statements of Operations	4
	Statements of Convertible Preferred Stock and Stockholders’ Equity	5-6
	Statements of Cash Flows	7
	Notes to Financial Statements	8-26
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27-35
Item 3.	[Reserved]	35
Item 4.	Controls and Procedures	35-36

Part II Other Information

Item 1.	Legal Proceedings	36
Item 1A.	Risk Factors	36-38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 3.	Defaults upon Senior Securities	38
Item 4.	[Reserved]	38
Item 5.	Other Information	38
Item 6.	Exhibits	39

Signatures		40

ITEM 1. FINANCIAL STATEMENTS

STEREOTAXIS, INC.

BALANCE SHEETS

(in thousands, except share amounts)	September 30, 2024			December 31, 2023
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	10,663		$	19,818
Restricted cash - current		350			525
Accounts receivable, net of allowance of $661 and $672 at 2024 and 2023, respectively		7,921			3,822
Inventories, net		9,009			8,426
Prepaid expenses and other current assets		869			676
Total current assets		28,812			33,267
Property and equipment, net		3,733			3,304
Goodwill		4,494			-
Intangible assets		8,162			-
Restricted cash		-			219
Operating lease right-of-use assets		5,618			4,982
Prepaid and other non-current assets		116			137
Total assets	$	50,935		$	41,909

Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	6,403		$	3,190
Accrued liabilities		3,376			2,972
Deferred revenue		5,092			6,657
Current contingent consideration		5,298			-
Current portion of operating lease liabilities		552			428
Total current liabilities		20,721			13,247
Long-term deferred revenue		2,102			1,637
Long-term contingent consideration		6,251			-
Operating lease liabilities		5,583			5,062
Other liabilities		55			43
Total liabilities		34,712			19,989

Series A - Convertible preferred stock:
Convertible preferred stock, Series A, par value $0.001; 10,000,000 shares authorized; 21,683 and 22,358 shares outstanding at 2024 and 2023, respectively		5,408			5,577

Stockholders’ equity:
Common stock, par value $0.001; 300,000,000 shares authorized, 84,713,400 and 80,949,697 shares issued at 2024 and 2023, respectively		85			81
Additional paid in capital		565,146			554,148
Treasury stock, 4,015 shares at 2024 and 2023		(206	)		(206	)
Accumulated deficit		(554,210	)		(537,680	)
Total stockholders’ equity		10,815			16,343
Total liabilities and stockholders’ equity	$	50,935		$	41,909

See accompanying notes.

STEREOTAXIS, INC.

STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except share and per share amounts)	2024			2023			2024			2023
	Three Months Ended September 30,						Nine Months Ended September 30,
(in thousands, except share and per share amounts)	2024			2023			2024			2023
Revenue:
Systems	$	4,391		$	3,539		$	7,243		$	8,673
Disposables, service and accessories		4,805			4,260			13,335			13,533
Total revenue		9,196			7,799			20,578			22,206

Cost of revenue:
Systems		3,673			2,909			5,760			7,309
Disposables, service and accessories		1,424			831			3,440			2,775
Total cost of revenue		5,097			3,740			9,200			10,084

Gross margin		4,099			4,059			11,378			12,122

Operating expenses:
Research and development		2,454			2,668			6,970			8,061
Sales and marketing		3,152			3,097			9,456			9,585
General and administrative		4,838			3,933			12,064			11,011
Total operating expenses		10,444			9,698			28,490			28,657
Operating loss		(6,345	)		(5,639	)		(17,112	)		(16,535	)

Other income		5			-			2			27
Interest income, net		150			270			580			835
Net loss	$	(6,190	)	$	(5,369	)	$	(16,530	)	$	(15,673	)

Cumulative dividend on convertible preferred stock		(328	)		(338	)		(984	)		(1,004	)
Net loss attributable to common stockholders	$	(6,518	)	$	(5,707	)	$	(17,514	)	$	(16,677	)

Net loss per share attributable to common stockholders:
Basic	$	(0.08	)	$	(0.07	)	$	(0.21	)	$	(0.21	)
Diluted	$	(0.08	)	$	(0.07	)	$	(0.21	)	$	(0.21	)

Weighted average number of common shares and equivalents:
Basic		85,824,789			82,468,971			84,629,531			80,028,243
Diluted		85,824,789			82,468,971			84,629,531			80,028,243

See accompanying notes.

STEREOTAXIS, INC.

STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

(Unaudited)

Three Months Ended September 30, 2023

	Shares		Amount		Shares		Amount		Shares		Amount		Amount		Amount			Amount			Amount
(in thousands, except share amounts)	Convertible Preferred Stock Series A (Mezzanine)				Convertible Preferred Stock Series B				Common Stock				Additional Paid-In Capital		Treasury Stock			Accumulated Deficit			Total Stockholders’ Equity (Deficit)
	Shares		Amount		Shares		Amount		Shares		Amount		Amount		Amount			Amount			Amount
Balance at June 30, 2023		22,383	$	5,583		-	$	-		80,682,586	$	81	$	548,782	$	(206	)	$	(527,271	)	$	21,386
Stock issued for the exercise of stock options		-		-		-		-		1,000		-		1		-			-			1
Stock-based compensation		-		-		-		-		172,592				2,672		-			-			2,672
Components of net loss		-				-		-		-									(5,369	)		(5,369	)
Employee stock purchase plan		-				-				17,117		-		25		-						25
Balance at September 30, 2023		22,383	$	5,583		-	$	-		80,873,295	$	81	$	551,480	$	(206	)	$	(532,640	)	$	18,715

Three Months Ended September 30, 2024

	Shares		Amount		Shares		Amount		Shares		Amount		Amount		Amount			Amount			Amount
	Convertible Preferred Stock Series A (Mezzanine)				Convertible Preferred Stock Series B				Common Stock				Additional Paid-In Capital		Treasury Stock			Accumulated Deficit			Total Stockholders’ Equity (Deficit)
(in thousands, except share amounts)	Shares		Amount		Shares		Amount		Shares		Amount		Amount		Amount			Amount			Amount

Balance at June 30, 2024		21,683	$	5,408		-	$	-		82,990,159	$	83	$	559,499	$	(206	)	$	(548,020	)	$	11,356
Stock issued for the exercise of stock options		-		-				-		53,203				54		-						54
Stock issued in APT acquisition		-				-				1,486,620		1		2,999					-			3,000
Stock-based compensation				-				-		168,888		1		2,569		-						2,570
Components of net loss																			(6,190	)		(6,190	)
Employee stock purchase plan		-		-				-		14,530				25		-						25
Balance at September 30, 2024		21,683	$	5,408		-	$	-		84,713,400	$	85	$	565,146	$	(206	)	$	(554,210	)	$	10,815

See accompanying notes.

STEREOTAXIS, INC.

STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

(Unaudited)

Nine Months Ended September 30, 2023

	Shares		Amount		Shares			Amount			Shares		Amount		Amount			Amount			Amount			Amount
(in thousands, except share amounts)	Convertible Preferred Stock Series A (Mezzanine)				Convertible Preferred Stock Series B						Common Stock				Additional Paid-In Capital			Treasury Stock			Accumulated Deficit			Total Stockholders’ Equity (Deficit)
	Shares		Amount		Shares			Amount			Shares		Amount		Amount			Amount			Amount			Amount
Balance at December 31, 2022		22,383	$	5,583		5,610,121		$	6			74,874,459	$	75	$	543,438		$	(206	)	$	(516,967	)	$	26,346
Stock issued for the exercise of stock options		-		-		-			-			30,384				(18	)		-						(18	)
Stock-based compensation		-				-						316,646				7,987									7,987
Components of net loss																						(15,673	)		(15,673	)
Employee stock purchase plan		-				-						41,685				73			-			-			73
Preferred stock conversion		-				(5,610,121	)		(6	)		5,610,121		6								-			-
Balance at September 30, 2023		22,383	$	5,583		-		$	-			80,873,295	$	81	$	551,480		$	(206	)	$	(532,640	)	$	18,715

Nine Months Ended September 30, 2024

	Convertible Preferred Stock Series A (Mezzanine)						Convertible Preferred Stock Series B				Common Stock				Additional Paid-In Capital		Treasury Stock			Accumulated Deficit			Total Stockholders’ Equity (Deficit)
(in thousands, except share amounts)	Shares			Amount			Shares		Amount		Shares		Amount		Amount		Amount			Amount			Amount

Balance at December 31, 2023		22,358		$	5,577			-	$	-		80,949,697	$	81	$	554,148	$	(206	)	$	(537,680	)	$	16,343
Balance		22,358		$	5,577			-	$	-		80,949,697	$	81	$	554,148	$	(206	)	$	(537,680	)	$	16,343
Stock issued for the exercise of stock options		-						-		-		64,966				66		-			-			66
Stock issued in APT acquisition		-						-				1,486,620		1		2,999		-						3,000
Stock-based compensation												673,263		1		7,695								7,696
Components of net loss		-						-				-						-			(16,530	)		(16,530	)
Employee stock purchase plan		-						-				37,552				72					-			72
Preferred stock conversion		(675	)		(169	)		-				1,501,302		2		166		-						168
Balance at September 30, 2024		21,683		$	5,408			-	$	-		84,713,400	$	85	$	565,146	$	(206	)	$	(554,210	)	$	10,815
Balance		21,683		$	5,408			-	$	-		84,713,400	$	85	$	565,146	$	(206	)	$	(554,210	)	$	10,815

See accompanying notes.

STEREOTAXIS, INC.

STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)	2024			2023
	Nine Months Ended September 30,
(in thousands)	2024			2023
Cash flows from operating activities
Net loss	$	(16,530	)	$	(15,673	)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation		428			457
Amortization		178			-
Loss on revaluation of contingent consideration		672			-
Non-cash lease expense		7			23
Stock-based compensation		7,696			7,987
Accretion and short-term investment discount		-			(287	)
Changes in operating assets and liabilities:
Accounts receivable		(3,401	)		(156	)
Inventories		619			1,088
Prepaid expenses and other current assets		(177	)		470
Other assets		21			73
Accounts payable		1,448			270
Accrued liabilities		364			(146	)
Deferred revenue		(1,100	)		(798	)
Other liabilities		12			(8	)
Net cash used in operating activities		(9,763	)		(6,700	)
Cash flows from investing activities
Purchase of property and equipment		(32	)		(366	)
Proceeds from maturity of short-term investments		-			20,131
Cash acquired in business acquisitions

SEC Form 10-Q filed by Stereotaxis Inc.