Filing Analysis
KORU Medical Systems, Inc. reported the voting results from its 2026 Annual Meeting of Shareholders held on May 19, 2026. Shareholders approved all proposals, including the election of seven directors, an amendment to the 2024 Omnibus Equity Incentive Plan, and the ratification of the company's independent auditor.
📋 Key Facts
- The 2026 Annual Meeting of Shareholders was held on May 19, 2026, with 36,678,784 total shares voted.
- Seven directors were elected to the Board: R. John Fletcher, Robert A. Cascella, Donna French, Joseph M. Manko, Jr., Shahriar (Shar) Matin, Linda Tharby, and Edward Wholihan.
- Shareholders approved an amendment to the 2024 Omnibus Equity Incentive Plan to increase the available number of shares with 25,018,973 votes in favor.
- Cherry Bekaert LLP was ratified as the independent registered public accountants for the 2026 fiscal year with 36,500,510 votes in favor.
KORU Medical Systems reported its financial results for the first quarter ended March 31, 2026, and reaffirmed its financial guidance for the full fiscal year. The company utilized non-GAAP metrics, including Adjusted EBITDA, to provide additional insight into its operating performance.
📋 Key Facts
- Financial results released for the first fiscal quarter ended March 31, 2026.
- Management reiterated financial guidance for the fiscal year ending December 31, 2026.
- Non-GAAP measures (Adjusted EBITDA and Adjusted Diluted EPS) exclude depreciation, amortization, interest, litigation expense, and stock-based compensation.
- A conference call was scheduled for May 6, 2026, at 4:30pm ET to discuss results.
KORU Medical Systems entered into an amendment with HSBC Ventures to extend the maturity and improve the terms of its $10 million credit facility. The amendment extends the revolver and term loan maturities, lowers the interest rate floor, and relaxes financial covenants.
📋 Key Facts
- Amendment to Loan and Security Agreement with HSBC Ventures USA Inc. effective March 30, 2026.
- Revolving credit facility of $5,000,000 maturity extended from December 31, 2026, to March 30, 2028.
- Term loan facility of $5,000,000 maturity extended from December 1, 2028, to December 1, 2029.
- Interest rate floor reduced from 6.50% to 5.50% for both facilities.
- Adjusted quick ratio covenant removed; replaced with a 12-month liquidity covenant triggered only if the Revolver is drawn.
- The Company has not yet drawn on the Credit Facility.
KORU Medical Systems announced a CEO succession plan where current CEO Linda Tharby will retire on June 30, 2026, and be succeeded by Adam Kalbermatten on July 1, 2026. The transition includes a structured advisory period for Ms. Tharby through the end of 2026 and a new employment agreement for Mr. Kalbermatten with performance-based incentives.
📋 Key Facts
- Linda Tharby to retire as CEO effective June 30, 2026, and will serve as a non-executive advisory employee through December 31, 2026.
- Adam Kalbermatten appointed President effective March 15, 2026, and will become CEO on July 1, 2026.
- Mr. Kalbermatten's base salary will increase from $450,000 to $525,000 upon assuming the CEO role.
- Mr. Kalbermatten will receive a one-time 'Promotion PSU' award valued at $1.25 million, weighted 75% toward revenue growth and 25% toward market capitalization objectives.
- Ms. Tharby will receive 50% of her base salary during her advisory period and retains specific equity vesting rights through 2028.
- Ms. Tharby will resign from the Board of Directors effective December 31, 2026, with Mr. Kalbermatten expected to join the Board on January 1, 2027.
KORU Medical Systems announced its financial results for the fourth quarter and full year ended December 31, 2025, and provided financial guidance for the 2026 fiscal year.
📋 Key Facts
- Financial results reported for Q4 and full year 2025 on March 12, 2026.
- Company provided forward-looking financial guidance for the fiscal year ending December 31, 2026.
- Management utilized non-GAAP financial measures including 'adjusted EBITDA' and 'adjusted diluted EPS'.
- A conference call was scheduled for March 12, 2026, at 4:30pm Eastern Time to discuss results.