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Private company

Venus Concept Inc.

Venus Concept Inc. is an American surgical and medical instruments and apparatus company.1

Last updated Oct 21, 2026.

Overview

  • IndustrySurgical & Medical Instruments & Apparatus1
  • HeadquartersDE1
  • Incorporated inDE2
  • Business address235 Yorkland Blvd., Suite 900, Toronto, M2J 4Y82
  • Filer categoryNon-accelerated filer, Smaller reporting company2
  • Legal formCorporation

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Venus Concept Inc. (referred to herein, together with its subsidiaries unless the context otherwise denotes, as the “Company,” “Venus Concept,” “us,” “our,” or “we”) is an innovative global medical technology company that develops, commercializes and delivers minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related services. Our systems have been designed on cost-effective, proprietary and flexible platforms that enable us to expand beyond the aesthetic industry’s traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family medicine and general practitioners and aesthetic medical spas. In the years ended December 31, 2024 and 2023, respectively, a substantial majority of our systems delivered in North America were in non-traditional markets.4 From its latest annual report

Financials

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

Key numbers, fiscal 2024

68.3%Gross margin5
-41.9%Operating margin5
-72.5%Net margin5
-15.1%Revenue growth, 20245
-1983.8%Return on equity5
13.27×Debt to equity5
-$11.2MFree cash flow5

Where the money goes

Where each dollar of revenue went, fiscal 2024

  • Cost of revenue32¢$20.5M
  • Research and development10¢$6.7M
  • Other costs57¢$37.0M
  • Income tax1¢$611.0K

Out of $64.8M in revenue.5 The company lost money this year.

Financial statements

Revenue6789105$64.8M in 2024−37% since 2018
0$50.0M$100.0M$150.0M2018: $102.6M$102.6M20182019: $110.4M$110.4M2019+8%2020: $78.0M$78.0M2020−29%2021: $105.6M$105.6M2021+35%2022: $99.5M$99.5M2022−6%2023: $76.4M$76.4M2023−23%2024: $64.8M$64.8M2024−15%
Gross profit6789105$44.3M in 2024−44% since 2018
0$20.0M$40.0M$60.0M$80.0M2018: $79.4M$79.4M20182019: $76.7M$76.7M2019−3%2020: $51.4M$51.4M2020−33%2021: $74.1M$74.1M2021+44%2022: $66.0M$66.0M2022−11%2023: $52.2M$52.2M2023−21%2024: $44.3M$44.3M2024−15%
Operating income6789105-$27.2M in 2024+707% since 2018
-$80.0M-$60.0M-$40.0M-$20.0M02018: -$3.4M-$3.4M20182019: -$30.3M-$30.3M2019+799%2020: -$67.9M-$67.9M2020+124%2021: -$14.8M-$14.8M2021−78%2022: -$34.9M-$34.9M2022+136%2023: -$28.3M-$28.3M2023−19%2024: -$27.2M-$27.2M2024−4%
Net income6789105-$47.0M in 2024+214% since 2018
-$100.0M-$75.0M-$50.0M-$25.0M02018: -$15.0M-$15.0M20182019: -$40.6M-$40.6M2019+172%2020: -$81.7M-$81.7M2020+101%2021: -$23.0M-$23.0M2021−72%2022: -$43.7M-$43.7M2022+90%2023: -$37.2M-$37.2M2023−15%2024: -$47.0M-$47.0M2024+26%
Fiscal year2018201920202021202220232024
Revenue$102.6M6$110.4M7$78.0M8$105.6M9$99.5M10$76.4M5$64.8M5
Cost of revenue$23.3M6$33.8M7$26.6M7$31.5M9$33.5M10$24.2M5$20.5M5
Gross profit$79.4M6$76.7M7$51.4M8$74.1M9$66.0M10$52.2M5$44.3M5
Research and development$7.0M6$8.0M7$7.8M8$9.6M9$11.0M10$8.2M5$6.7M5
Operating expenses$88.9M9$100.8M10$80.5M5$71.5M5
Operating income-$3.4M6-$30.3M7-$67.9M8-$14.8M9-$34.9M10-$28.3M5-$27.2M5
Income before tax-$22.8M9-$44.3M10-$37.1M5-$47.6M5
Income tax$2.2M6$1.9M7$1.2M8-$707.0K9-$722.0K10-$71.0K5-$611.0K5
Net income-$15.0M6-$40.6M7-$81.7M8-$23.0M9-$43.7M10-$37.2M5-$47.0M5
Earnings per share-$3.166-$4.777-$2.338-$0.429-$9.9410-$68.475-$71.215
Earnings per share (diluted)-$3.166-$4.777-$2.338-$0.429-$9.9410-$68.475-$71.215
Shares (weighted, basic)54.5M shares94.4M shares10544.0K shares5660.0K shares5
Shares (weighted, diluted)54.5M shares94.4M shares10544.0K shares5660.0K shares5

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Corporate structure

Venus Concept Inc. 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 Venus Concept Inc.

  • Venus Concept Inc. DE

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Venus Concept Inc. 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
Machinery and equipment$4.5M5 Dec 31, 2024$4.4M5 Dec 31, 2023+4.4%
Furniture and fixtures$1.2M5 Dec 31, 2024$1.2M5 Dec 31, 2023−5.2%
Computer equipment and software$863.0K5 Dec 31, 2024$919.0K5 Dec 31, 2023−6.1%
Leasehold improvements$752.0K5 Dec 31, 2024$854.0K5 Dec 31, 2023−11.9%
Property and equipment, before depreciation$7.6M5 Dec 31, 2024$7.6M5 Dec 31, 2023−0.1%
Accumulated depreciation$6.7M5 Dec 31, 2024$6.3M5 Dec 31, 2023+6.0%
Property and equipment, net$936.0K5 Dec 31, 2024$1.3M5 Dec 31, 2023−29.2%
Operating-lease assets (leased space)$3.3M5 Dec 31, 2024$4.5M5 Dec 31, 2023−27.3%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$4.3M5 Dec 31, 2024$5.4M5 Dec 31, 2023−20.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Intangible assets, net (excluding goodwill)$5.0M5 Dec 31, 2024$8.4M5 Dec 31, 2023−41.1%
Finite-lived intangibles, gross$23.8M5 Dec 31, 2024$23.8M5 Dec 31, 20230%
Accumulated amortization$18.8M5 Dec 31, 2024$15.4M5 Dec 31, 2023+22.6%
Finite-lived intangibles, net$5.0M5 Dec 31, 2024$8.4M5 Dec 31, 2023−41.1%

Inventory

ItemLatestA year beforeChange
Inventory, total$17.6M5 Dec 31, 2024$23.1M5 Dec 31, 2023−23.9%
Raw materials$1.6M5 Dec 31, 2024$1.9M5 Dec 31, 2023−15.4%
Work in process$1.7M5 Dec 31, 2024$2.0M5 Dec 31, 2023−19.0%
Finished goods$14.3M5 Dec 31, 2024$19.1M5 Dec 31, 2023−25.3%

Properties, in its own words

Our principal executive offices are located at 235 Yorkland Blvd, Suite 900, Toronto, Ontario, Canada. We lease these facilities pursuant to a lease agreement that expires on August 31, 2030. These facilities consist of 15,678 square feet of office space, and 2,134 square feet of warehouse space.

We lease a facility in San Jose, California which hosts our offices, research and development activities, logistics and manufacturing. We lease these facilities pursuant to a lease agreement that expires July 14, 2027. The facilities consist of approximately 30,011 square feet of total space.

The rest of Item 2

We lease a facility in Davie, Florida, which is used to support our logistics and technical support services for our United States operations. We lease these facilities pursuant to a lease agreement that expires November 30, 2025. The facilities consist of approximately 4,733 square feet of total space.

We also have offices and a research and development center located at 1 Hamelacha Street, Yokne’am Illit 2069200, Israel. We lease these facilities pursuant to a lease agreement that expires on September 30, 2025, with an option to extend the term for an additional 12 months. These facilities consist of approximately 530 square meters of total space.

We believe that our existing facilities are sufficient to meet our current needs.

Item 2 of the 10-K filed Mar 31, 2025.4

Leadership

Who has led Venus Concept Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Ryan Rhodes2018
  2. Domenic Serafino2019–2023
  3. Silva Rajiv De2022

President

  1. Ryan Rhodes2018
  2. Ross Portaro2021–2022
  3. Hemanth Jacob Varghese2022

Chief financial officer

  1. Charlotte Holland2017
  2. Mark Hair2018
  3. Penna Domenic Della2019–2022

Chief operating officer

  1. Soren Maor Sinay2019–2023
20202025
Board members and other officers (34)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive OfficerDominic Della Penna named Apr 9, 202653
  • Executive OfficerKirk Gunhus named Apr 9, 202653
  • Executive OfficerRajiv De Silva named Nov 30, 2022 to Apr 9, 202653
  • Executive OfficerDomenic Della Penna named Mar 7, 202454
  • Executive Officer, DirectorRajiv Tyler De Silva named Mar 7, 202454
  • Executive OfficerDomenic Tyler Della Penna named Nov 30, 2022 to May 24, 202355
  • DirectorAvinash Amin named Apr 9, 202653
  • DirectorS. Tyler Hollmig named Mar 7, 202454
  • DirectorRichard Scott Barry named Nov 30, 2022 to May 24, 202355

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Venus Concept USA, Inc.3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Restoration Robotics, Inc.Nov 21, 2017 to Nov 6, 20192
  • Restoration Robotics IncAug 7, 2007 to Nov 15, 20172

Timeline

  1. Feb 3, 20268-K Entered a material agreement56
  2. Jan 21, 20268-K Entered a material agreement; Listing notice or transfer; Other events57
  3. Jan 7, 20268-K Entered a material agreement58
  4. Dec 2, 20258-K Entered a material agreement59
  5. Nov 13, 20258-K Results of operations; Other events60
  6. Oct 31, 20258-K Entered a material agreement61
  7. Oct 2, 20258-K Entered a material agreement; Unregistered sale of shares; Bylaws or fiscal year changed62
  8. Sep 22, 20258-K Entered a material agreement; Executive or director change63
  9. Sep 3, 20258-K Entered a material agreement64
  10. Aug 26, 20258-K Entered a material agreement65
  11. Aug 14, 20258-K Results of operations66
  12. Aug 12, 20258-K Financial statements and exhibits67
  13. Oct 4, 2022New chief executive Silva Rajiv De becomes CEO13
  14. Nov 7, 2019New chief executive Domenic Serafino becomes CEO14
  15. Aug 13, 2018New chief executive Ryan Rhodes becomes CEO15

Calendar

When it reported results

  1. Nov 13, 2025Reported quarterly or annual results60
  2. Aug 14, 2025Reported quarterly or annual results66
  3. May 15, 2025Reported quarterly or annual results68
  4. Mar 31, 2025Reported quarterly or annual results69
  5. Nov 13, 2024Reported quarterly or annual results70
  6. Aug 13, 2024Reported quarterly or annual results71
  7. May 15, 2024Reported quarterly or annual results72
  8. Apr 1, 2024Reported quarterly or annual results73

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

Filings

382 filings to the SEC since October 2021: 5 annual reports, 13 quarterly reports, 99 major events, 106 insider forms, 50 large holders, 6 private raises, 103 other. The latest 20:

  1. Apr 9, 2026D EDGAR
  2. Apr 1, 2026SCHEDULE 13D/A EDGAR
  3. Mar 30, 2026SCHEDULE 13D/A EDGAR
  4. Mar 30, 20264 EDGAR
  5. Mar 27, 2026SCHEDULE 13D/A EDGAR
  6. Mar 27, 20264 EDGAR
  7. Mar 18, 2026SCHEDULE 13D/A EDGAR
  8. Mar 17, 2026SCHEDULE 13D/A EDGAR
  9. Feb 10, 2026EFFECT EDGAR
  10. Feb 10, 2026EFFECT EDGAR
  11. Feb 10, 2026EFFECT EDGAR
  12. Feb 10, 2026EFFECT EDGAR
  13. Feb 10, 2026EFFECT EDGAR
  14. Feb 10, 2026EFFECT EDGAR
  15. Feb 10, 2026EFFECT EDGAR
  16. Feb 10, 2026EFFECT EDGAR
  17. Feb 10, 2026EFFECT EDGAR
  18. Feb 10, 2026EFFECT EDGAR
  19. Feb 10, 2026EFFECT EDGAR
  20. Feb 10, 2026EFFECT EDGAR

The 382 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

34 open-market trades by officers, directors and large owners since October 2021: 22 buys and 12 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Mar 26, 2026Madryn Health Advisors, LP10% ownerBuy37,537,187$0.04$1.5MForm 4
Dec 3, 2024Natale AnthonyDirectorSale42,768$0.31$13.3KForm 4
Oct 3, 2024Masters Michael Willingham10% ownerSale162,896$0.53$86.3KForm 4
Oct 2, 2024Masters Michael Willingham10% ownerSale94,553$0.53$50.1KForm 4
Oct 1, 2024Masters Michael Willingham10% ownerSale140,214$0.60$84.1KForm 4
Sep 30, 2024Masters Michael Willingham10% ownerSale71,368$0.64$45.7KForm 4
Jun 11, 2024Masters Michael Willingham10% ownerSale102,717$1.20$123.3KForm 4
Jun 7, 2024Masters Michael Willingham10% ownerSale387,231$1.20$465.8KForm 4
Nov 29, 2022Natale AnthonyDirectorSale51,431$0.24$12.3KForm 4
Nov 28, 2022Natale AnthonyDirectorSale51,428$0.27$13.9KForm 4
Nov 25, 2022Natale AnthonyDirectorSale51,428$0.31$15.9KForm 4
Nov 23, 2022Natale AnthonyDirectorSale51,428$0.33$17.0KForm 4
Nov 22, 2022Natale AnthonyDirectorSale51,428$0.20$10.3KForm 4
Nov 21, 2022PORTARO ROSSExec VP & General ManagerBuy60,000$0.22$13.2KForm 4
Nov 18, 2022HOLLMIG STANLEY TYLERDirectorBuy250,000$0.20$50.0KForm 4
Nov 18, 2022Varghese Hemanth JacobPresident/Chief Bus. OfficerBuy250,000$0.20$50.0KForm 4
Nov 18, 2022DE SILVA RAJIVOfficerBuy1,250,000$0.20$250.0KForm 4
Sep 16, 2022Della Penna DomenicExec VP & General ManagerBuy60,000$0.59$35.4KForm 4
Sep 12, 2022Georgiadis AnnaChief HR OfficerBuy12,782$0.71$9.1KForm 4
Aug 31, 2022Serafino DomenicFormer Chief Executive OfficerBuy37,500$0.33$12.4KForm 4

All 34 trades can be filtered by person here when JavaScript is on.

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
2024Rajiv De SilvaChief Executive Officer58$525.0K$842.6K82
2024Hemanth VargheseFormer President and Chief Operating Officer$418.9K$640.1K82
2024Ross PortaroExecutive Vice President, Commercial Strategy & Head of Venus Hair62$300.0K$520.1K82
2023Rajiv De SilvaChief Executive Officer58$525.0K$842.6K82
2023Ross PortaroExecutive Vice President, Commercial Strategy & Head of Venus Hair62$300.0K$602.0K82
2023Hemanth VargheseFormer President and Chief Operating Officer$374.4K$582.7K82

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Mar 26, 2026Raised $1.5 million in a private offering of equity Form D: 2 investors so far Form D
  2. Feb 27, 2024Raised $1.1 million in a private offering of securities Form D: 2 investors so far Form D
  3. May 15, 2023Raised $2 million in a private offering of equity Form D: $9 million offered in all Form D
  4. Nov 18, 2022Raised $6.7 million in a private offering of equity Form D: 11 investors so far Form D
  5. Dec 15, 2021Raised $12.3 million in a private offering of equity Form D: 9 investors so far Form D
  6. Dec 15, 2021Raised $4.7 million in a private offering of equity Form D: 1 investor so far Form D

SEC filer profile

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

  • Name on EDGARVenus Concept Inc.1
  • CIK0001409269
  • Employer ID (EIN)06-16812044
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)3841 Surgical & Medical Instruments & Apparatus1
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
  • Business address235 Yorkland Blvd., Suite 900, Toronto, M2J 4Y8, Ontario, Canada1
  • Phone(416) 907-01151
  • Shares outstanding1,859,123 as of Nov 7, 202512
  • Public float$3.4M as of Jun 30, 20244
  • AuditorMNP LLP, Mississauga, Canada PCAOB ID 1930; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceAug 7, 20071
  • Filings774 in all: 4 (222), 8-K (168), 3 (56), EFFECT (29), SC 13D/A (28), 10-Q (25), CORRESP (24), UPLOAD (22)1
    All 49 form types

    SCHEDULE 13D/A (16), 425 (14), POS AM (13), D (12), SC 13G/A (12), S-3 (11), S-8 (10), SC 13G (9), 10-K (8), 424B5 (8), DEF 14A (8), 8-K/A (6), S-8 POS (6), SC 13D (6), DEFA14A (5), SD (5), 4/A (4), PRE 14A (4), S-1 (4), S-1/A (4), 10-K/A (3), ARS (3), CT ORDER (3), S-4/A (3), SCHEDULE 13G (3), SCHEDULE 13G/A (3), 424B4 (2), DRS (2), 10-Q/A (1), 15-12G (1), 25 (1), 424B3 (1), 8-A12B (1), CERTNAS (1), DRS/A (1), DRSLTR (1), FWP (1), POS EX (1), REGDEX (1), S-3/A (1), S-4 (1)

  • Latest filingsAnnual report (10-K) Mar 31, 2025
    Quarterly report (10-Q) Nov 13, 2025
    Proxy statement (DEF 14A) Apr 30, 2025
    Latest 8-K (8-K) Feb 3, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.0001 par value per shareVERONasdaq

From the cover page of the 10-K filed Mar 31, 2025 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Venus Concept Inc. names in Item 1A of its 10-K filed Mar 31, 2025: 42 risks under these headings, as written.4

  • Risks Related to Our Business
  • Our evaluation of strategic alternatives may not result in any transaction.
  • We offer credit terms to some qualified customers and distributors. In the event that a customer or distributor defaults on the amounts payable to us, our financial results may be adversely affected.
  • We have initiated a review of strategic alternatives to improve our operating performance and achieve cost savings, but we may not be able to implement and/or administer these programs in the manner contemplated and these restructuring programs may not produce the desired results.
  • Our recurring losses from operations and negative cash flows raise substantial doubt about our ability to continue as a going concern.
  • Unfavorable macroeconomic conditions may adversely impact our business and we may need additional capital to fund its future operations.
  • Global supply chain disruption and inflation may have a material adverse effect on the Company's business, financial condition and results of operations.
  • Changes in trade policies among the United States and other countries, in particular the imposition of new or higher tariffs, may adversely impact costs related to the production, manufacturing and transportation of our products. Increased tariffs or the imposition of other barriers to international trade could decrease demand and have a negative effect on our revenues and operating results.
  • Our loan and security agreements contain restrictions that may limit our flexibility to effectively operate our business.
  • Main Street Priority Lending Program Term Loan
  • Madryn Credit Agreement and Exchange Agreement
  • EW Notes and Security Agreement
The other 32 risks
  • We will require additional financing to achieve our goals, and a failure to obtain this necessary capital when needed on acceptable terms, or at all, could force us to delay, limit, reduce or terminate our product development, commercialization and other operations or efforts.
  • Because we incur a substantial portion of our expenses in currencies other than the U.S. dollar, our financial condition and results of operations may be adversely affected by currency fluctuations and inflation.
  • Downturns in the economy or economic uncertainty may reduce patient and customer demand for our systems and services, which could adversely affect our business, financial condition or results of operations.
  • It is difficult to forecast our future performance and our financial results may fluctuate unpredictably.
  • We compete against companies that offer alternative solutions to our systems, or have greater resources, a larger installed base of customers and broader product offerings than we have. If we are not able to effectively compete with these companies and alternative solutions, our business may not continue to grow.
  • The aesthetic equipment market is characterized by rapid innovation. Our inability to develop and/or acquire new products and services, obtain regulatory clearance and maintain regulatory compliance, market new products successfully, and identify new markets for our technology may cause us to fail to compete effectively.
  • We depend on third-party distributors to market and sell our systems in certain markets.
  • We depend on senior management and key employees to operate our business. Changes to management or the inability to recruit, hire, train and retain qualified personnel, could harm our ability to successfully manage, develop and expand our business, which could impair our future revenue and profitability.
  • Economic and other risks associated with international sales and operations could adversely affect our business.
  • We rely on a limited number of third-party contract manufacturers for the production of our systems and only have contracts with certain suppliers for the components used in our systems. The failure of these third parties to perform could adversely affect our ability to meet demand for our systems in a timely and cost-effective manner.
  • Both our manufacturing of certain of our systems and NPI’s manufacturing of the ARTAS procedure kits are dependent upon third-party suppliers and, in some cases, sole suppliers, for the majority of our components, subassemblies and materials, making us vulnerable to supply shortages and price fluctuations, which could harm our business.
  • Product liability suits could be brought against us for defective design, labeling, material, workmanship, or software or misuse of our systems, and could result in expensive and time-consuming litigation, payment of substantial damages, an increase in our insurance rates and substantial harm to our reputation.
  • Third parties may attempt to reverse engineer or produce counterfeit versions of our systems which may negatively affect our reputation, or harm patients and subject us to product liability claims.
  • Security breaches and other disruptions could compromise our information and expose us to liability.
  • The clinical trial process required to obtain regulatory clearances or approvals is lengthy and expensive with uncertain outcomes and could result in delays in new product introductions.
  • Risks Related to Intellectual Property
  • If we are unable to obtain, maintain, retain and enforce adequate intellectual property rights covering our products and any future products we develop, others may be able to make, use, or sell products that are substantially the same as ours, which could adversely affect our ability to compete in the market.
  • We depend on certain technologies that are licensed to us. We do not control these technologies and any loss of our rights to them could prevent us from selling our products.
  • Risks Related to Government Regulation
  • Our devices and our operations are subject to extensive government regulation and oversight both in the United States and abroad, and our failure to comply with applicable requirements could harm our business.
  • We are subject to restrictions on the indications for which we are permitted to market our products, and any violation of those restrictions, or marketing of systems for off-label uses, could subject us to enforcement action.
  • Our systems may cause or contribute to adverse medical events that we are required to report to the FDA, and if we fail to do so, we would be subject to sanctions that could harm our reputation, business, financial condition and results of operations.
  • If we or our distributors do not obtain and maintain international regulatory registrations or approvals for our systems, our ability to market and sell our systems outside of the United States will be diminished.
  • Our ability to continue manufacturing and supplying our products depends on our continued adherence to ongoing FDA and other foreign regulatory authority manufacturing requirements.
  • Risks Related to Our Operations in Israel
  • We conduct a significant portion of our operations in Israel and therefore our business, financial condition and results of operations may be adversely affected by political, economic and military conditions in Israel.
  • Conditions in the Middle East, including the October 2023 attack by Hamas and other terrorist organizations on Israel and Israel’s war against them, may adversely affect our operations and limit our ability to manage and market our products, which could lead to a decrease in revenues.
  • Our operations may be disrupted because of the obligation of Israeli citizens to perform military service.
  • Risks Related to Our Common Stock
  • We may not be able to maintain our listing on The Nasdaq Capital Market and it may become more difficult to sell our stock in the public market.
  • Minimum Stockholder Equity Requirement
  • Minimum Bid Price Requirement
  • The market price of our stock price may be volatile, and you may not be able to resell shares of our common stock at or above the price you paid.
  • Under SEC rules, we are a smaller reporting company and we have taken advantage of certain exemptions from disclosure requirements available to smaller reporting companies; this could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies.
  • We do not intend to pay dividends on our common stock, and, consequently, our stockholders’ ability to achieve a return on their investment will depend on appreciation in the price of our common stock.
  • Provisions in our charter documents and under Delaware law could make an acquisition more difficult and may discourage any takeover attempts our stockholders may consider favorable, and may lead to entrenchment of management.
  • Our executive officers, directors and certain of our shareholders who are affiliated with our directors will have the ability to control or significantly influence all matters submitted to our stockholders for approval.
  • If we sell shares of our common stock in future financings, stockholders may experience immediate dilution and, as a result, our stock price may decline.

Legal proceedings

As of December 31, 2024, the Company was not party to any material active or pending legal proceedings.

We may from time to time continue to be involved in various legal proceedings of a character normally incident to the ordinary course of our business.

The opening of Item 3, Legal Proceedings.4

Sources

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