SSKN on NASDAQ

MELA Sciences

Strata Skin Sciences (formerly MELA Sciences, Inc.) is an American medical device company focused on the design, development and commercialization of non-invasive tools to provide additional information to dermatologists during melanoma skin examinations. The company's flagship product, XTRAC, is a medical device that allows for a trained dermatologist to treat skin conditions like Vitiligo and Psoriasis with monochromatic UV Light.3 It was founded in 1989.1 It is headquartered in Irvington.1 Its shares trade on NASDAQ under the symbol SSKN.1 Wikipedia text CC BY-SA 4.0

Price unavailable

Last updated Oct 21, 2026.

Overview

Jan 1, 1989Founded1

Compare with Premier Air Charter Holdings Inc., Orchestra BioMed Holdings, Inc. or Sensus Healthcare, Inc., or pick any stock.

  • TickerSSKN on NASDAQ1
  • IndustrySurgical & Medical Instruments & Apparatus1
  • HeadquartersIrvington1
  • Websitemelasciences.com
  • Listed onNasdaq (MELA), Nasdaq (SSKN)1
  • Incorporated inDE4
  • Business address5 Walnut Grove Drive, Suite 140, Horsham, Pa 190444
  • Filer categoryNon-accelerated filer, Smaller reporting company4
  • Legal formCorporation

Strata Skin Sciences (formerly MELA Sciences, Inc.) is an American medical device company focused on the design, development and commercialization of non-invasive tools to provide additional information to dermatologists during melanoma skin examinations.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

58.3%Gross margin5
-15.3%Operating margin5
-20.4%Net margin5
-8.5%Revenue growth, 20255
-215.3%Return on equity5
0.00×Debt to equity5
-$4.3MFree cash flow5

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue42¢$12.8M
  • Research and development1¢$421.0K
  • Other costs57¢$17.4M
  • Income tax0¢$12.0K

Out of $30.7M in revenue.5 The company lost money this year.

Financial statements

Revenue6789105$30.7M in 2025−3% since 2019
0$10.0M$20.0M$30.0M$40.0M2019: $31.6M$31.6M20192020: $23.1M$23.1M2020−27%2021: $30.0M$30.0M2021+30%2022: $36.2M$36.2M2022+21%2023: $33.4M$33.4M2023−8%2024: $33.6M$33.6M2024+1%2025: $30.7M$30.7M2025−9%
Gross profit6789105$17.9M in 2025−12% since 2019
0$10.0M$20.0M$30.0M2019: $20.3M$20.3M20192020: $14.1M$14.1M2020−30%2021: $19.9M$19.9M2021+40%2022: $21.8M$21.8M2022+10%2023: $18.5M$18.5M2023−15%2024: $19.2M$19.2M2024+4%2025: $17.9M$17.9M2025−7%
Operating income6789105-$4.7M in 2025+56% since 2019
-$10.0M-$7.5M-$5.0M-$2.5M02019: -$3.0M-$3.0M20192020: -$4.1M-$4.1M2020+35%2021: -$4.4M-$4.4M2021+8%2022: -$4.6M-$4.6M2022+6%2023: -$8.6M-$8.6M2023+85%2024: -$9.3M-$9.3M2024+8%2025: -$4.7M-$4.7M2025−49%
Net income6789105-$6.3M in 2025+65% since 2019
-$15.0M-$10.0M-$5.0M02019: -$3.8M-$3.8M20192020: -$4.4M-$4.4M2020+16%2021: -$2.7M-$2.7M2021−39%2022: -$5.5M-$5.5M2022+105%2023: -$10.8M-$10.8M2023+95%2024: -$10.1M-$10.1M2024−7%2025: -$6.3M-$6.3M2025−38%
Fiscal year2019202020212022202320242025
Revenue$31.6M6$23.1M7$30.0M8$36.2M9$33.4M10$33.6M5$30.7M5
Cost of revenue$11.3M6$9.0M7$10.1M8$14.4M9$14.9M10$14.3M5$12.8M5
Gross profit$20.3M6$14.1M7$19.9M8$21.8M9$18.5M10$19.2M5$17.9M5
Research and development$1.0M6$1.3M7$1.4M8$1.0M9$1.3M10$883.0K5$421.0K5
Selling, general and admin
Operating expenses$24.3M7$26.4M9$27.1M10$28.5M5$22.6M5
Operating income-$3.0M6-$4.1M7-$4.4M8-$4.6M9-$8.6M10-$9.3M5-$4.7M5
Interest$515.0K13$211.0K7$314.0K8$926.0K9$1.6M9
Income before tax-$2.7M8-$5.5M9-$10.9M10-$10.3M5-$6.2M5
Income tax-$149.0K6$275.0K7$34.0K8$63.0K9-$92.0K10-$170.0K5$12.0K5
Net income-$3.8M6-$4.4M7-$2.7M8-$5.5M9-$10.8M10-$10.1M5-$6.3M5
Earnings per share-$0.116-$0.136-$0.169-$3.1010-$2.655-$1.355
Earnings per share (diluted)-$0.116-$0.136-$0.169-$3.1010-$2.655-$1.355
Shares (weighted, basic)34.7M shares93.5M shares103.8M shares54.7M shares5
Shares (weighted, diluted)34.7M shares93.5M shares103.8M shares54.7M shares5

Compare MELA Sciences with another company

Corporate structure

MELA Sciences sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of MELA Sciences

  • MELA Sciences Irvington

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What MELA Sciences reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$37.5M5 Dec 31, 2025$36.2M5 Dec 31, 2024+3.7%
Accumulated depreciation$28.6M5 Dec 31, 2025$26.1M5 Dec 31, 2024+9.3%
Property and equipment, net$9.0M5 Dec 31, 2025$10.1M5 Dec 31, 2024−10.9%
Operating-lease assets (leased space)$920.0K5 Dec 31, 2025$1.3M5 Dec 31, 2024−27.2%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$7.9M5 Dec 31, 2025$7.3M5 Dec 31, 2024+9.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$1.4M5 Dec 31, 2025$1.4M5 Dec 31, 20240%
Intangible assets, net (excluding goodwill)$3.4M5 Dec 31, 2025$5.3M5 Dec 31, 2024−36.9%
Finite-lived intangibles, gross$21.4M5 Dec 31, 2025$24.2M5 Dec 31, 2024−11.6%
Accumulated amortization$18.0M5 Dec 31, 2025$18.9M5 Dec 31, 2024−4.4%
Finite-lived intangibles, net$3.4M5 Dec 31, 2025$5.3M5 Dec 31, 2024−36.9%

Inventory

ItemLatestA year beforeChange
Inventory, total$2.8M5 Dec 31, 2025$2.2M5 Dec 31, 2024+25.3%
Finished goods$213.0K5 Dec 31, 2025$205.0K5 Dec 31, 2024+3.9%

Properties, in its own words

We lease an 8,513 sq. ft. facility in Horsham, Pennsylvania that houses our executive offices and marketing. In August 2022, we exercised the lease renewal option and extended the term of the lease to expire in August 2026, at which time we expect to vacate the premises and transition our headquarters operations to a remote model.

We lease a 17,000 sq. ft. facility consisting of office, manufacturing and warehousing space in Carlsbad, California. We entered into a new lease in March 2024, the term of which commenced in April 2024 and expires in September 2029. Our Carlsbad facility houses the manufacturing and development operations for our excimer laser business, as well as the patient call center and reimbursement center.

Item 2 of the 10-K filed Mar 26, 2026.14

Leadership

Who has led MELA Sciences, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (39)

Former names

  • MELA SCIENCES, INC. /NYMay 10, 2010 to Jan 4, 20164
  • ELECTRO OPTICAL SCIENCES INC /NYJun 27, 2003 to Apr 30, 20104

Timeline

  1. Feb 11, 20268-K Listing notice or transfer; Other events68
  2. Dec 17, 20258-K Regulation FD disclosure69
  3. Dec 10, 20258-K Shareholder vote70
  4. Nov 13, 20258-K Results of operations; Regulation FD disclosure71
  5. Oct 16, 20258-K Other events72
  6. Oct 14, 20258-K Listing notice or transfer73
  7. Sep 4, 20258-K Regulation FD disclosure74
  8. Sep 3, 20258-K Entered a material agreement; Regulation FD disclosure75
  9. Aug 22, 20258-K Listing notice or transfer76
  10. Aug 18, 20258-K Regulation FD disclosure77
  11. Aug 13, 20258-K Results of operations; Regulation FD disclosure78
  12. Aug 7, 20258-K Regulation FD disclosure79
  13. Mar 3, 2021New chief executive Robert Joseph Moccia becomes CEO15
  14. Apr 10, 2018New chief executive Dolev Rafaeli becomes CEO16
  15. Nov 1, 2016New chief executive Frank J. McCaney becomes CEO17
  16. Jan 5, 2016Went public Listed on NASDAQ1
  17. Dec 16, 2015New chief executive Michael R. Stewart becomes CEO18
  18. Nov 13, 2013New chief executive Rosemary A. Crane becomes CEO20
  19. Jun 24, 2013New chief executive Robert Coradini becomes CEO19
  20. Nov 14, 2007New chief executive Joseph Gulfo V. becomes CEO21
  21. Jan 1, 1989Founded Founded1

Calendar

When it reported results

  1. Nov 13, 2025Reported quarterly or annual results71
  2. Aug 13, 2025Reported quarterly or annual results78
  3. May 14, 2025Reported quarterly or annual results80
  4. Mar 27, 2025Reported quarterly or annual results81
  5. Nov 13, 2024Reported quarterly or annual results82
  6. Aug 14, 2024Reported quarterly or annual results83
  7. Jul 11, 2024Reported quarterly or annual results84
  8. May 15, 2024Reported quarterly or annual results85

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

208 filings to the SEC since October 2021: 8 annual reports, 13 quarterly reports, 73 major events, 53 insider forms, 13 large holders, 1 private raises, 47 other. The latest 20:

  1. Mar 26, 202610-K EDGAR
  2. Mar 4, 2026EFFECT EDGAR
  3. Mar 4, 2026EFFECT EDGAR
  4. Mar 4, 2026EFFECT EDGAR
  5. Mar 2, 202615-12G EDGAR
  6. Feb 27, 2026POS AM POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 EDGAR
  7. Feb 27, 2026POS AM POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 EDGAR
  8. Feb 27, 2026POS AM POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 EDGAR
  9. Feb 27, 2026S-8 POS POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EDGAR
  10. Feb 27, 2026S-8 POS POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EDGAR
  11. Feb 27, 2026S-8 POS POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EDGAR
  12. Feb 27, 2026S-8 POS POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EDGAR
  13. Feb 27, 2026S-8 POS POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EDGAR
  14. Feb 27, 2026S-8 POS POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EDGAR
  15. Feb 27, 2026S-8 POS POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 EDGAR
  16. Feb 19, 202625 EDGAR
  17. Feb 11, 20268-K EDGAR
  18. Dec 17, 20258-K EDGAR
  19. Dec 10, 20258-K EDGAR
  20. Nov 18, 20254 EDGAR

The 208 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

15 open-market trades by officers, directors and large owners since October 2021: 13 buys and 2 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Nov 18, 2025Rubinstein SamuelDirectorBuy5,000$1.41$7.0KForm 4
Nov 17, 2025Rubinstein SamuelDirectorSale14,094$1.33$18.8KForm 4
Jul 15, 2024Geiger UriDirectorBuy230,573$3.14$724.0KForm 4
Jul 15, 2024Accelmed Growth Partners (AGP) Ltd10% ownerBuy230,573$3.14$724.0KForm 4
Jul 15, 2024Rafaeli DolevChief Executive OfficerBuy19,100$3.14$60.0KForm 4
Dec 1, 2023Gov ShmuelChief Operating OfficerBuy20,000$0.45$9.0KForm 4
Nov 16, 2023Rubinstein SamuelDirectorSale1,000$0.32$320Form 4
Aug 16, 202322NW GP, Inc.10% ownerBuy1,853,056$0.55$1.0MForm 4
Aug 10, 2023Lesovitz ChristopherChief Financial OfficerBuy15,151$0.67$10.2KForm 4
Aug 10, 2023Moccia Robert JosephChief Executive OfficerBuy42,000$0.67$28.1KForm 4
Jun 15, 2022Rubinstein SamuelDirectorBuy1,050$1.04$1.1KForm 4
May 12, 2022Lesovitz ChristopherChief Financial OfficerBuy23,131$1.12$25.9KForm 4
Mar 25, 2022Humphries William D.DirectorBuy16,950$1.73$29.3KForm 4
Mar 24, 2022Humphries William D.DirectorBuy14,783$1.58$23.4KForm 4
Mar 24, 2022Moccia Robert JosephChief Executive OfficerBuy33,300$1.57$52.3KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2024Dolev RafaeliPresident, Chief Executive Officer and Vice-Chairman of the Board***61$508.9K$601.4K91
2024Shmuel GovChief Operating Officer$324.9K$470.7K91
2024Robert Moccia*Former Director, President and Chief Executive Officer$0$322.8K91
2024Chris Lesovitz**Chief Financial Officer$189.6K$277.2K91
2024John GillingsChief Accounting Officer$82.2K$143.7K91
2023Robert Moccia*Former Director, President and Chief Executive Officer$461.1K$1.0M91
2023Chris Lesovitz**Chief Financial Officer$282.3K$701.9K91
2023Shmuel GovChief Operating Officer$303.8K$683.8K91
2023Dolev RafaeliPresident, Chief Executive Officer and Vice-Chairman of the Board***61$67.3K$662.6K91
2023John GillingsChief Accounting Officer$0$091

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$480.2K 2022–2022
Money received by yearMoney received by year, 2022–2022: $480.2K in all. Private raises (Form D) $480.2K.$0$200K$400K$600K2022 · Private raises (Form D): $480.2K2022
Figures by year
YearPrivate raises (Form D)Total
2022$480.2K$480.2K

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Jan 10, 2022Raised $480,212 in a private offering of equity92 Form D: 1 investor so far Form D

SEC filer profile

How MELA Sciences is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARSTRATA Skin Sciences, Inc.2
  • CIK0001051514
  • Employer ID (EIN)13-398600414
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company14
  • Incorporated inDelaware14
  • Fiscal year endsDecember 312
  • Industry code (SIC)3841 Surgical & Medical Instruments & Apparatus2
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance2
  • Business address5 Walnut Grove Drive, Suite 140, Horsham, PA 190442
  • Phone215-619-32002
  • Shares outstanding5,888,199 shares as of Mar 16, 202614
  • Public float$3.7M as of Jun 30, 202514
  • AuditorCBIZ CPAs P.C., Philadelphia, Pennsylvania PCAOB ID 199; no auditor attestation of internal control over financial reporting14
  • On EDGAR sinceJun 27, 20032
  • Filings1,076 in all: 4 (333), 8-K (291), 10-Q (61), 3 (59), SC 13G/A (44), CORRESP (41), DEF 14A (22), EFFECT (22)2
    All 45 form types

    10-K (21), SC 13G (19), UPLOAD (16), S-3 (15), 424B5 (14), PRE 14A (10), S-3/A (8), SC 13D/A (8), POS AM (7), S-8 (7), S-8 POS (7), 10-K/A (6), 424B3 (6), ARS (6), 4/A (5), 424B7 (5), 8-K/A (5), REGDEX (5), S-1/A (5), DEFA14A (3), NT 10-Q (3), SC 13D (3), CT ORDER (2), D (2), SCHEDULE 13G (2), SCHEDULE 13G/A (2), 10-Q/A (1), 15-12G (1), 25 (1), 424B4 (1), 8-A12G (1), AW (1), FWP (1), NT 10-K (1), POSASR (1), S-1 (1), SCHEDULE 13D/A (1)

  • Latest filingsAnnual report (10-K) Mar 26, 2026
    Quarterly report (10-Q) Nov 14, 2025
    Proxy statement (DEF 14A) Oct 30, 2025
    Latest 8-K (8-K) Feb 11, 2026

Risk factors and legal proceedings

The risks MELA Sciences names in Item 1A of its 10-K filed Mar 26, 2026: 46 risks under these headings, as written.14

  • Risks Relating to Our Business Operations
  • Risks Relating to Our Common Stock
  • We have incurred losses for a number of years and anticipate that we will incur continued losses for the near future.
  • Our history of operating losses and current default on our long-term debt raise substantial doubt regarding our ability to continue as a going concern.
  • Public health epidemics or pandemics may affect our ability to develop, market and sell our products, disrupt regulatory activities or have other adverse effects on our business and operations. In addition, public health epidemics or pandemics may adversely impact economies worldwide, which could result in adverse effects on our business, operations and prospects.
  • We may not be able to maintain an uninterrupted supply of the gases used to power our lasers, as the Russia-Ukraine War has disrupted supplies of rare gases.
  • We may acquire other assets or businesses, or form collaborations or make investments in other companies or technologies that could harm our operating results, dilute our stockholders’ ownership, increase our debt or cause us to incur significant expense.
  • We may not be able to successfully integrate newly acquired businesses, joint ventures and other partnerships into our operations or achieve expected profitability from our acquisitions.
  • Our laser treatments of psoriasis, vitiligo, atopic dermatitis and leukoderma and/or any of our future products or services may fail to gain market acceptance or be impacted by competitive products, services or therapies which could adversely affect our competitive position.
  • The success of our products depends on third-party reimbursement of patients’ costs, which could result in potentially reduced prices or reduced demand and adversely affect our revenues and business operations.
  • The continuing development of our products depends upon our developing and maintaining strong working relationships with physicians.
  • Any failure in our customer education efforts could have a material adverse effect on our revenue and cash flow.
The other 36 risks
  • If revenue from significant distributors declines, we may have difficulty replacing the lost revenue, which would negatively affect our results and operations.
  • If we fail to manage our sales and marketing force or to market and distribute our products effectively, we may experience diminished revenues and profits.
  • We are reliant on a limited number of suppliers for production of our products.
  • Our indebtedness could materially adversely affect our financial condition and our ability to operate our business, react to changes in the economy or industry or pay our debts and meet our obligations and could divert our cash flow from operations for debt payments.
  • If our actual liability for state sales and use taxes is higher than our accrued liability, it could have a material impact on our financial condition.
  • Our failure to respond to rapid changes in technology and other applications in the medical devices industry or the development of a cure for skin conditions treated by our products could make our treatment system obsolete.
  • Our customers, or physicians and technicians, as the case may be, may misuse certain of our products, and product liability lawsuits and other damages imposed on us may exceed our insurance coverage, or we may be subject to claims that are not covered by insurance.
  • We must comply with complex statutes prohibiting fraud and abuse, and both we and physicians utilizing our products could be subject to significant penalties for noncompliance.
  • We may be subject, directly or indirectly, to federal and state healthcare fraud and abuse laws and regulations and could face substantial penalties if we are unable to fully comply with such laws.
  • If the effectiveness and safety of our devices are not supported by long-term data, and the level of acceptance of our products by dermatologists does not increase or is not maintained, our revenues could decline.
  • Our failure to obtain or maintain necessary FDA clearances and approvals, or to maintain continued clearances, or equivalents thereof in the U.S. and relevant foreign markets, could hurt our ability to distribute and market our products.
  • If required, clinical trials necessary to support a 510(k) notice or PMA application, for new or modified products, will be expensive and will require the enrollment of large numbers of patients, and suitable patients may be difficult to identify and recruit. Delays or failures in our clinical trials will prevent us from commercializing any modified or new products and will adversely affect our business, operating results and prospects.
  • Our medical device operations are subject to FDA regulatory requirements.
  • Healthcare policy changes may have a material adverse effect on us.
  • Our market acceptance in international markets requires regulatory approvals from foreign governments and may depend on third party reimbursement of participants’ cost.
  • We face substantial competition, which may result in others discovering, developing or commercializing products more successfully than us.
  • Consolidation in the medical device industry could have an adverse effect on our revenue and results of operations.
  • We actively employ social media as part of our marketing strategy, which could give rise to regulatory violations, liability, breaches of data security or reputational damage.
  • Social media companies on which we rely for advertising may change their policies, limiting our ability to reach our target markets.
  • We may become subject to claims of infringement or misappropriation of the intellectual property rights of others, which could prohibit us from shipping affected products, require us to obtain licenses from third parties or to develop non-infringing alternatives, and subject us to substantial monetary damages and injunctive relief. Our patents may also be subject to challenge on validity grounds, and our patent applications may be rejected.
  • If we or our third-party manufacturers or suppliers fail to comply with the FDA’s Quality System Regulation or any applicable state equivalent, our manufacturing operations could be interrupted and our potential product sales and operating results could suffer.
  • If we fail to comply with ongoing regulatory requirements, or if we experience unanticipated problems with products, these products could be subject to restrictions or withdrawal from the market.
  • Our medical products may in the future be subject to product recalls that could harm our reputation, business and financial results.
  • If any of our medical products cause or contribute to a death or a serious injury, or malfunction in certain ways, we will be subject to medical device reporting regulations, which can result in voluntary corrective actions or agency enforcement actions.
  • We may have a need for additional funds in the future and there is no guarantee that we will be able to generate those funds from our business.
  • If we do not have enough capital to fund operations, then we will have to cut costs or raise funds.
  • We may be subject to disruptions or failures in our information technology systems and network infrastructures, including through cyber-attacks or other third-party breaches that could have a material adverse effect on our business.
  • Environmental and health safety laws may result in liabilities, expenses and restrictions on our operations.
  • Unfavorable global economic conditions could adversely affect our business, financial condition and results of operations.
  • Changes in the United States trade policy, including the impact of recently announced baseline tariffs, may have a material adverse effect on our business and results of operations.
  • Conditions in the Middle East, including current uncertainty and instability resulting from the conflict between the United States, Israel and Iran, as well as other regional hostilities, could adversely affect our business.
  • Our shares of common stock have been delisted from The Nasdaq Capital Market which could result in, among other things, a decline in the price of our common stock and less liquidity for holders of shares of our common stock.
  • Your percentage ownership will be further diluted in the future.
  • Our stock price may be volatile, meaning purchasers of our common stock could incur substantial losses.
  • Our charter documents and Delaware law may inhibit a takeover that stockholders consider favorable and could also limit the market price of our stock.
  • We have identified a material weakness in our internal controls over financial reporting, specifically related to a lack of detailed management review of account reconciliations and account analyses, including those prepared by third party specialists, and the failure to achieve and maintain effective internal control over our financial reporting could harm our business and negatively impact the market price of our common stock.

Legal proceedings

From time to time in the ordinary course of our business, we may be a party to certain legal proceedings, incidental to the normal course of our business. These may include controversies relating to contract claims and employment related matters, some of which claims may be material, in which case, we will make separate disclosure as required.

In the ordinary course of business, we are, from time to time, subject to audits performed by state taxing authorities. These actions and proceedings are generally based on the position that the arrangements entered into by us are subject to sales and use tax rather than exempt from tax under applicable law. We have outstanding assessments from the states of New York and California aggregating to $5.6 million including penalties and interest. The audits cover the period from August 2017 through February 2025.

In January 2021, we received notification that an administrative state judge in New York issued an opinion finding in favor of us that the sale of XTRAC treatment codes was not taxable as sales tax with respect to that state’s first assessment. The relevant taxing authority filed an appeal of the administrative law judge’s finding and, following the submission of legal briefs by both sides and oral argument held in January 2022, on May 6, 2022, we received a written decision from the Tribunal overturning the favorable sales tax determination of the administrative law judge. We appealed the Tribunal’s decision to the Appellate Division, and posted the required appellate bond in the form of cash collateral in the amount of $1.3 million. Oral argument was held by the Appellate Division on January 18, 2024.

The opening of Item 3, Legal Proceedings.14

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
  53. 53
  54. 54
  55. 55
  56. 56
  57. 57
  58. 58
  59. 59
  60. 60
  61. 61
  62. 62
  63. 63
  64. 64
  65. 65
  66. 66
  67. 67
  68. 68
  69. 69
  70. 70
  71. 71
  72. 72
    SEC EDGAROther events
  73. 73
  74. 74
  75. 75
  76. 76
  77. 77
  78. 78
  79. 79
  80. 80
  81. 81
  82. 82
  83. 83
  84. 84
  85. 85
  86. 86
  87. 87
  88. 88
  89. 89
  90. 90
  91. 91
  92. 92