Filing Analysis
biote Corp. filed an 8-K to furnish its financial results for the second quarter ended June 30, 2026. The filing consists of a press release issued on August 5, 2026.
📋 Key Facts
- Reporting period: Second Quarter ended June 30, 2026.
- Filing date: August 5, 2026.
- The company is an emerging growth company.
- Financial results were released via press release (Exhibit 99.1).
biote Corp. filed an 8-K/A to amend a previous filing, detailing the compensation terms for Robert Peterson, who was appointed as Interim CEO effective June 8, 2026. The filing outlines a significant base salary and equity grants associated with his transition into the interim leadership role.
🚩 Red Flags
- High compensation relative to micro-cap norms: A base salary of $658,800 for an interim role may be aggressive depending on the company's current cash position.
📋 Key Facts
- Robert Peterson appointed as Interim CEO effective June 8, 2026.
- Annual base salary set at $658,800.
- Eligible for annual incentive compensation up to 72.5% of base salary.
- Granted stock options equal to 0.56% of outstanding shares as of June 8, 2026.
- Additional stock options granted if appointed as non-interim CEO.
- Severance includes 12 months of base salary and COBRA premiums if terminated without cause or resigning for good reason.
biote Corp. announced the resignation of CEO Bret Christensen effective June 8, 2026. The company has appointed CFO Robert Peterson as Interim CEO and Marc Beer as Executive Chairman.
🚩 Red Flags
- Sudden departure of the CEO in a micro-cap company often creates leadership instability.
- The CFO is now serving as both Interim CEO and Principal Financial Officer, concentrating significant power in one individual.
- Multiple leadership changes (CEO, Interim CEO, and Executive Chairman) occurring simultaneously.
📋 Key Facts
- Bret Christensen resigned as CEO effective June 8, 2026; he will remain on the Board as a Class III director until the 2028 Annual Meeting.
- Robert Peterson (CFO/CBO) appointed as Interim CEO and added to the Board as a Class I director effective June 8, 2026.
- Marc Beer appointed as Executive Chairman effective June 8, 2026, with an annual base salary of $521,200 and a performance bonus up to 85%.
- Marc Beer granted a stock option award for 114,157 shares of common stock.
- Bret Christensen granted a stock option for 130,000 shares as part of his separation agreement.
biote Corp. reported the results of its 2026 Annual Meeting of Stockholders held on May 12, 2026. Shareholders elected two Class I directors and ratified the appointment of Deloitte & Touche LLP as the independent auditor for the fiscal year ending December 31, 2026.
📋 Key Facts
- The 2026 Annual Meeting of Stockholders was held on May 12, 2026.
- Andrew R. Heyer and Dana Jacoby were elected as Class I directors to serve until the 2029 annual meeting.
- Andrew R. Heyer received 22,759,692 votes 'For' and 3,960,800 'Withheld'.
- Dana Jacoby received 23,020,635 votes 'For' and 3,699,857 'Withheld'.
- The appointment of Deloitte & Touche LLP as the independent auditor for FY 2026 was ratified with 29,507,419 votes 'For'.
biote Corp. reported its financial results for the first quarter ended March 31, 2026, via a press release on May 6, 2026. The filing is a routine disclosure of quarterly operations and financial condition.
📋 Key Facts
- Financial results were reported for the fiscal quarter ended March 31, 2026.
- The press release was furnished under Item 2.02 (Results of Operations and Financial Condition).
- The report was signed by CEO Bret Christensen on May 6, 2026.
- The information in the filing is furnished and not deemed 'filed' for purposes of Section 18 of the Exchange Act.
biote Corp. filed an updated Investor Presentation for April 2026, making it available on its investor relations website and as an exhibit to the 8-K filing.
📋 Key Facts
- The filing was made on April 3, 2026.
- The Investor Presentation is dated April 2026.
- The presentation is incorporated by reference as Exhibit 99.1.
- The information is furnished under Item 7.01 and is not deemed 'filed' for purposes of Section 18 of the Exchange Act.
biote Corp. (BTMD) filed a Form 8-K on March 11, 2026, to announce its financial results for the fourth quarter and full fiscal year ended December 31, 2025.
📋 Key Facts
- The filing was made under Item 2.02 (Results of Operations and Financial Condition).
- The reporting period covers the fourth quarter and fiscal year ended December 31, 2025.
- The financial results were issued via a press release dated March 11, 2026, which is furnished as Exhibit 99.1.
- The report was signed by CEO Bret Christensen.
biote Corp. announced a voluntary recall of specific hormone pellet lots produced by its subsidiary, Asteria Health, due to potential metal particulate matter contamination. The company expects a one-time $1.3M inventory write-off and an additional $1.0M in related costs.
🚩 Red Flags
- Product quality issue involving potential physical contaminants (metal particulates) in medical/hormone products.
- Regulatory oversight involvement (FDA).
- Direct impact on product inventory and upcoming financial results via write-offs.
📋 Key Facts
- Voluntary recall initiated on January 26, 2026, for hormone pellets shipped between May 20, 2025, and January 19, 2026.
- Reason for recall: Potential presence of metal particulate matter in specific lots.
- Estimated one-time charge: ~$1.3M to Q4 cost of products (inventory write-off).
- Estimated additional 2026 costs: ~$1.0M.
- The recall is being conducted with FDA knowledge.
biote Corp. filed an 8-K to furnish its third quarter financial results for the period ended September 30, 2025. The filing serves as a formal announcement of the earnings release via Exhibit 99.1.
📋 Key Facts
- Reporting Period: Third Quarter ended September 30, 2025.
- Filing Date: November 5, 2025.
- The filing includes a press release (Exhibit 99.1) containing the financial results.
biote Corp. filed an 8-K to furnish its financial results for the second quarter ended June 30, 2025. The filing consists of a press release issued on August 6, 2025.
📋 Key Facts
- Reporting period: Second Quarter ended June 30, 2025
- Filing date: August 6, 2025
- The filing is a standard earnings release under Item 2.02.
- Company is an emerging growth company.
biote Corp. announced the appointment of Richard R. Barrera to its Board of Directors and the Nominating and Corporate Governance Committee, filling a vacancy left by the resignation of Steven J. Heyer.
🚩 Red Flags
- Vacancy in Board composition due to prior resignation (Steven J. Heyer).
📋 Key Facts
- Richard R. Barrera appointed as Class II director effective June 5, 2025.
- Barrera is the Founder and Portfolio Manager of Roystone Capital; previously at Redwood Capital and Glenview Capital.
- Compensation includes a $50,000 annual cash retainer and an initial equity award with a grant-date fair value of $337,500 vesting over 36 months.
- Annual equity awards for non-employee directors are valued at approximately $216,000 per year.
- The appointment fills the vacancy created by the resignation of Steven J. Heyer.
biote Corp. announced the immediate resignation of Steven J. Heyer from its Board of Directors on June 2, 2025. The company stated the departure was not due to any disagreement regarding operations, policies, or practices.
📋 Key Facts
- Steven J. Heyer resigned from the Board of Directors effective June 2, 2025.
- The resignation is not related to any disagreements with the Company's operations, policies, or practices.
- As of the filing date, no replacement has been selected for the vacancy.
biote Corp. held its 2025 annual meeting of stockholders on May 13, 2025. The filing reports the election of two Class III directors and the ratification of Deloitte & Touche LLP as the independent auditor.
📋 Key Facts
- Annual Meeting held on May 13, 2025.
- Marc D. Beer elected to Class III director (34,765,989 votes 'For').
- Bret Christensen elected to Class III director (38,942,124 votes 'For').
- Deloitte & Touche LLP ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2025.
- Ratification of auditor received significant support with 42,246,818 votes 'For'.
biote Corp. announced an organizational restructuring plan involving the reduction of its workforce by 16 employees to improve operational performance. The company expects to incur $0.6 million to $0.8 million in pre-tax restructuring charges related to severance and associated costs.
🚩 Red Flags
- Workforce reduction indicates potential cost-cutting measures often seen in companies facing margin pressure or operational inefficiencies.
📋 Key Facts
- Restructuring plan involves a reduction of 16 employees, completed on May 5, 2025.
- Estimated pre-tax restructuring charges are between $0.6 million and $0.8 million.
- The goal of the restructuring is to support expanded capabilities and prioritize clinic growth.
- Plan expected to be substantially completed in Q2 2025.
- Company also released Q1 2025 financial results via press release on May 7, 2025.
biote Corp. announced that Executive Chairman Marc Beer transitioned from full-time to part-time employment effective April 1, 2025. This transition includes a retroactive reduction in his annual base salary from $490,000 to $196,000.
🚩 Red Flags
- Leadership transition in a micro-cap context can sometimes signal internal friction or strategic shifts, though here it is framed as a planned succession.
📋 Key Facts
- Effective Date of transition: April 1, 2025
- Marc Beer transitioned from full-time to part-time employment.
- Annual base salary reduced from $490,000 to $196,000 (retroactive).
- Planned transition from part-time employee to Non-Executive Chairman by the end of Q3 2025.
biote Corp. filed an 8-K to disclose the posting of its updated Investor Presentation on its website as part of Regulation FD disclosures.
📋 Key Facts
- The company released an updated Investor Presentation dated March 2025.
- The presentation is available via the company's investor relations website.
- The filing was made under Item 7.01 (Regulation FD Disclosure).
biote Corp. filed an 8-K to furnish its financial results for the fiscal year and quarter ended December 31, 2024. The filing is a standard earnings announcement via press release.
📋 Key Facts
- Reporting period: Fiscal year and quarter ended December 31, 2024.
- Filing date: March 12, 2025.
- The financial results were released via a press release (Exhibit 99.1).
- Company is an emerging growth company.
biote Corp. announced a leadership transition effective February 1, 2025, involving the resignation of CEO Teresa S. Weber and the appointment of Bret Christensen as the new CEO. The filing details a significant severance package for the outgoing CEO and an extensive compensation structure for the incoming CEO.
🚩 Red Flags
- Significant cash outflow related to CEO transition ($621,700 severance plus ongoing $240,000 annual consulting fees).
- Potential dilution from the grant of 1.5 million stock options to the new CEO.
📋 Key Facts
- Teresa S. Weber is resigning as CEO and from the Board effective February 1, 2025; resignation was not due to any disagreement with company operations.
- Bret Christensen appointed as CEO and Class III Director effective February 1, 2025.
- New CEO Bret Christensen's compensation includes a $700,000 annual base salary and an option to purchase up to 1,500,000 shares of Class A common stock.
- Outgoing CEO Teresa Weber will receive $621,700 in cash severance (payable in installments) and will serve as a strategic advisor through February 1, 2026, for $20,000 per month.
- Weber's equity awards will continue to vest through February 1, 2026.
biote Corp. filed an 8-K to announce its third quarter financial results for the period ended September 30, 2024.
📋 Key Facts
- Report date: November 12, 2024
- Reporting period: Third Quarter ended September 30, 2024
- The filing includes a press release (Exhibit 99.1) detailing financial results.
- Company is an emerging growth company.
biote Corp. filed an 8-K to furnish its financial results for the second quarter ended June 30, 2024. The filing serves as a formal announcement of quarterly earnings via a press release.
📋 Key Facts
- Reporting period: Second Quarter ended June 30, 2024.
- Filing date: August 8, 2024.
- The company is an emerging growth company.
- Financial results were released via press release (Exhibit 99.1).
biote Corp. entered into a $60 million settlement agreement to repurchase all equity interests held by stockholder Marci M. Donovitz to resolve ongoing litigation. The repayment is structured over 36 months, with an initial $30 million payment made on June 28, 2024.
🚩 Red Flags
- Significant cash outflow ($60M) to settle litigation with a major stockholder.
- Related-party transaction involving a significant portion of company capital.
- Complex repayment structure spanning 3 years, creating long-term liability/cash drag.
📋 Key Facts
- Total settlement amount: $60 million aggregate repurchase price.
- Average repurchase price per share/interest: $7.23.
- Repurchase schedule: $30M paid on June 28, 2024; $10M within 12 months; $10M within 24 months; $10M within 36 months.
- The agreement includes the repurchase of Class A common units (Holdings Units), Class V common stock, and Class A common stock.
- Includes a mutual release of claims related to the 'Donovitz Litigation'.
- Includes a voting agreement and acceleration clause in the event of a change of control.
biote Corp. announced the termination of Mary Puncochar from her roles as Head of Strategic Sales & Business Analytics and all other officer positions, effective July 2, 2024. The departure was noted as being 'other than for cause,' triggering a separation agreement involving significant cash payments.
🚩 Red Flags
- Rapid turnover in commercial leadership: The individual held two different high-level roles within a 16-month period (CCO to Head of Strategic Sales).
- Significant cash outflow for severance ($256,856+ plus benefits) during what appears to be a transitional phase.
📋 Key Facts
- Mary Puncochar terminated from all employment and officer positions on July 2, 2024.
- Termination was 'other than for cause'.
- Separation Agreement includes nine months' base salary (~$202,781).
- Company to reimburse medical/dental/vision benefits for up to nine months.
- Prorated target bonus for fiscal year 2024 of $54,075 will be paid.
- Ms. Puncochar previously served as Chief Commercial Officer (May 2023 - March 2024) and Head of Strategic Sales & Business Analytics since March 2024.
biote Corp. entered into a binding settlement term sheet to resolve litigation with stockholder Marci M. Donovitz. The agreement involves the repurchase of various equity interests totaling $60 million over a 36-month period.
🚩 Red Flags
- Significant cash outflow: $60 million represents a substantial capital commitment for a micro-cap company.
- Related-party transaction: The settlement involves a major stockholder (Marci M. Donovitz).
- Litigation settlement: Resolving litigation with a primary stakeholder often indicates underlying governance or control disputes.
📋 Key Facts
- Total settlement value: $60 million aggregate for repurchasing Paired Interests and Class A Shares.
- Repurchase price: Average of $7.23 per share/unit.
- Payment Schedule: $30M by June 28, 2024; $10M at 12 months; $10M at 24 months; and $10M at 36 months.
- The settlement includes a mutual release of claims related to the 'Donovitz Litigation'.
- Includes provisions for a voting agreement and acceleration of payments upon change of control.
biote Corp. reported the results of its 2024 annual meeting of stockholders held on May 21, 2024. The meeting included the election of three Class II directors and the ratification of Deloitte & Touche LLP as the independent auditor.
📋 Key Facts
- Annual Meeting held on May 21, 2024.
- Elected Steven J. Heyer, S. Mark Cone, and Debra L. Morris to serve as Class II directors until the 2027 annual meeting.
- Ratified Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2024.
- Voting results were recorded with significant 'For' votes across all proposals.
biote Corp. filed an 8-K to furnish its quarterly financial results for the first quarter ended March 31, 2024 via a press release.
📋 Key Facts
- Reporting period: First quarter ended March 31, 2024
- Filing date: May 7, 2024
- The filing includes Exhibit 99.1 containing the full text of the press release regarding financial results.
biote Corp. entered into a settlement agreement to resolve litigation with stockholder Dr. Gary S. Donovitz. The company will repurchase his various equity interests (Class A Shares, Class V Shares, and Holdings Units) for a total aggregate amount of approximately $76.9 million over the next three years.
🚩 Red Flags
- Significant cash outflow ($76.9M) to settle litigation with a major stockholder/founder figure.
- The settlement involves complex, multi-year payment obligations that impact future liquidity.
- Related-party transaction involving the repurchase of significant equity from a founder/stockholder.
📋 Key Facts
- Total settlement value: ~$76.9 million in aggregate.
- Repurchase schedule: $32.2M on April 26, 2024; $15.1M at 12-month anniversary; $19.1M at 24-month anniversary; $10.5M at 36-month anniversary.
- The settlement includes a mutual release of claims regarding the 'Donovitz Litigation'.
- Termination of founder advisory agreement with Donovitz effective April 26, 2024.
- Includes two-year non-compete and non-solicitation agreements for Donovitz.
- Includes a voting agreement with customary terms.
biote Corp. filed an 8-K to disclose the posting of its updated Investor Presentation on its corporate website. This is a routine regulatory filing used to provide non-binding information to the public.
📋 Key Facts
- The company posted an updated Investor Presentation dated March 2024.
- The presentation was made available via the Company's investor relations website.
- The disclosure is filed under Item 7.01 (Regulation FD Disclosure).
biote Corp. filed an 8-K to furnish its financial results for the fiscal year and quarter ended December 31, 2023. The filing serves as a formal announcement of quarterly/annual earnings via a press release.
📋 Key Facts
- Reporting period: Fiscal year and quarter ended December 31, 2023.
- Filing date: March 12, 2024.
- The company is an emerging growth company.
- Financial results were communicated via press release (Exhibit 99.1).
biote Corp. has entered into a binding settlement term sheet to resolve litigation with stockholder Dr. Gary S. Donovitz. The agreement involves a massive $76.9 million repurchase of various equity interests held by the stakeholder over a 36-month period.
🚩 Red Flags
- Significant cash outflow: The $76.9 million repurchase represents a major capital commitment that may impact liquidity.
- Related-party transaction: The settlement involves a major stockholder/founder (Dr. Gary S. Donovitz).
- Litigation resolution: Settlement of litigation with a key stakeholder often indicates underlying governance or operational friction.
📋 Key Facts
- Total aggregate repurchase amount: approximately $76.9 million.
- Repurchase schedule: $32.2M at closing, $15.1M at 12 months, $19.1M at 24 months, and $10.5M at 36 months.
- Assets being repurchased include Class A common shares, Class V common stock, and Holdings Units (Paired Interests).
- The settlement includes a mutual release of claims related to the 'Donovitz Litigation'.
- Terms include termination of Donovitz's founder advisory agreement.
- Includes two-year non-compete and non-solicitation agreements for Dr. Donovitz.
biote Corp. announced that its board of directors has approved a new stock repurchase program. The company intends to repurchase up to $20 million of its Class A common stock.
📋 Key Facts
- Board approval granted for a new stock repurchase program on January 25, 2024.
- Total authorization amount: up to $20 million.
- Repurchase target: biote Corp. Class A common stock.
biote Corp. announced preliminary financial results for the fiscal year ended December 31, 2023, and disclosed a definitive agreement to acquire F.H. Investments, Inc., d/b/a Asteria Health.
🚩 Red Flags
- Preliminary financial results are often subject to revision and may indicate volatility in the company's reporting cycle.
📋 Key Facts
- Company issued preliminary financial results for the three months and year ended December 31, 2023 (Item 2.02).
- The Company entered into an agreement to acquire F.H. Investments, Inc., d/b/a Asteria Health (Item 7.01).
- Filing date: January 17, 2024.
biote Corp. announced the appointment of Robert Peterson as Chief Financial Officer, effective January 8, 2024, succeeding Samar Kamdar. Mr. Kamdar will remain with the company through February 29, 2024, to assist with the transition.
🚩 Red Flags
- Sudden departure of the CFO (even if stated as non-disagreement).
📋 Key Facts
- Robert Peterson appointed CFO on January 8, 2024; joins from Virbac Corp.
- Peterson's compensation includes a $425,000 base salary, up to 50% annual bonus, $177,000 in RSUs, and 400,000 stock options.
- Samar Kamdar is transitioning out of the CFO role but will stay until February 29, 2024, for transition purposes.
- Kamdar's departure is stated to be unrelated to financial results or disagreements over accounting principles/practices.
- Kamdar entered into a Transition Agreement on January 11, 2024, including potential severance of up to $140,000.