Form: 8-K

Current report

October 28, 2026

Exhibit 99.1
image_0.jpg
 
Axogen, Inc. Reports Third Quarter 2026 Financial Results

Raises Full Year Revenue Guidance to at Least 29% Growth or $290 million

ALACHUA and TAMPA, FL – October 28, 2026 – Axogen, Inc. (NASDAQ: AXGN), a global leader in developing and marketing innovative surgical solutions for the restoration of peripheral nerve function, today reported financial results and business highlights for the third quarter ended September 30, 2026.
Third Quarter Financial Results
•Revenue was $75.8 million, an increase of 26.2% compared to $60.1 million in the third quarter of 2025.
•Gross margin was 74.8% compared to 76.6% in the third quarter of 2025.
•Net income was $2.3 million, or $0.04 per share, compared to $0.7 million, or $0.01 per share for the third quarter of 2025.
•Adjusted net income was $13.1 million, or $0.21 per share, as compared to $6.1 million, or $0.12 per share for the third quarter of 2025.
•Adjusted EBITDA was $13.4 million, compared to $9.2 million for the third quarter of 2025.
•Cash and cash equivalents, restricted cash, and investments as of September 30, 2026 was $350.1 million, as compared to $113.4 million as of June 30, 2026, an increase of $236.7 million.

“We are delighted with our third-quarter and year-to-date revenue performance and the progress we continue to make across each of Axogen’s strategic plan priorities,” said Michael Dale, President and CEO of Axogen, Inc. “Our strong growth across all markets, continues to validate our market development strategies and the strength of our commercial execution. We remain well positioned to achieve our 2026 revenue guidance and longer-term strategic objectives.”




Summary of Business Highlights

•Year-to-date revenue growth through the third quarter of 2026 was broad-based across Extremities, Oral Maxillofacial & Head and Neck, and Breast, driven by 20% plus year-over-year account productivity, expanding sales force coverage, and improving commercial insurance coverage and payment.

•Received positive coverage decisions from Elevance and Aetna; commercial payer coverage for Avance is now approximately 96% of covered lives in the United States.

•We closed an upsized public offering with the sale of 5,646,500 shares of common stock and receipt of $225 million of net proceeds. $200 million of the net proceeds were used to fund the BioCircuit acquisition and $1.9 million were used to fund transaction related expenses, with the remaining funds available for general corporate purposes.

•On October 1, 2026, we completed the acquisition of BioCircuit Technologies, Inc. (“BioCircuit”), a privately held medical device company and developer of NerveTape®.

•Based on positive clinical study outcomes, we have made the decision to initiate Prostate market development beginning in 2027. Axogen management will host a prostate specific investment-community conference call and webcast on November 9, 2026 at 9:00 a.m. Investors interested in participating in the conference call by phone may dial toll-free at (877) 407-0993 or use the direct dial-in number at (201) 689-8795. A live webcast, an archived replay, and presentation slides from the event will be available on the Investors page of the Company’s website at www.axogeninc.com.




2026 Financial Guidance

For 2026, we expect full-year revenue of at least $290 million, representing growth of at least 29%, including at least $7 million revenue from the BioCircuit acquisition. Excluding BioCircuit, we expect organic revenue to be at least $283 million, representing growth of at least 26%. We continue to expect gross margin to be at least 73%, and positive free cash flow for the full-year.

Conference Call
The Company will host a conference call and webcast for the investment community today at 8:00 a.m. ET. Investors interested in participating in the conference call by phone may do so by dialing toll free at (877) 407-0993 or use the direct dial-in number at (201) 689-8795. Those interested in listening to the conference call live via the internet may do so by visiting the Investors page of the Company’s website at www.axogeninc.com and clicking on the webcast link.
Following the conference call, a replay will be available in the Investors section of the Company’s website at www.axogeninc.com under Investors.
About Axogen
Axogen (AXGN) is the leading company focused specifically on the science, development and commercialization of technologies for peripheral nerve regeneration and repair. Axogen employees are passionate about providing the opportunity to restore nerve function and quality of life for patients with peripheral nerve injuries by providing innovative, clinically proven and economically effective repair solutions for surgeons and healthcare providers. Peripheral nerves provide the pathways for both motor and sensory signals throughout the body. Every day people suffer traumatic injuries or undergo surgical procedures that impact the function of their peripheral nerves. Physical damage to a peripheral nerve or the inability to properly reconnect peripheral nerves can result in the loss of muscle or organ function, the loss of sensory feeling, or the initiation of pain.
Axogen’s product portfolio includes Avance® (acellular nerve allograft-arwx), Avance® Nerve Graft, Axoguard Nerve Connector®, Axoguard Nerve Protector®, Axoguard HA+ Nerve Protector™, Axoguard Nerve Cap®, Avive+ Soft Tissue Matrix®, and NerveTape®.
For more information, visit www.axogeninc.com.
Cautionary Statements Concerning Forward-Looking Statements

This press release and accompanying earnings call contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements under the heading “2026 Financial Guidance” and statements regarding our ability to successfully integrate BioCircuit and realize the anticipated benefits of the acquisition, our business model optimization plans; market development strategies and objectives; our strategic investments, including the expected benefits and opportunities of such investments; our expectations around the potential positive impact on our business of expanded coverage and reimbursement for peripheral nerve injuries using synthetic conduits or allografts; our ability to sustain growth, operate profitably, generate positive cash flows, and fund our market development initiatives. These statements are based on management’s current expectations and estimates of trends and economic factors in the markets in which we are active. Words such as “expects,” “anticipates,” “objectives,” “targets,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “projects,” “forecasts,” “continue,” “may,” “should,” “will,” and variations of such words and similar expressions are intended to identify such forward-looking statements. Actual results or events could differ materially from those described in any forward-looking statements as a result of factors, including, without limitation, the risks and challenges associated with integrating BioCircuit and the realization of the anticipated benefits of the acquisition, disruptions from global supply chain issues, inflation, hospital staffing challenges, product development timelines, regulatory processes, financial performance, surgeon adoption rates, market awareness of our products, the estimated total addressable market, as well as those risk factors described under Part I, Item 1A, “Risk Factors,” in our most recent Annual Report on Form 10-K and other risks and uncertainties that may be detailed from time to time in reports filed by the Company with the SEC. Forward-looking statements are



not a guarantee of future performance, and actual results may differ materially from those projected. Forward-looking statements speak only as of the date they are made and, except as required by applicable law, we assume no responsibility to publicly update or revise any forward-looking statements.
About Non-GAAP Financial Measures
To supplement our condensed consolidated financial statements, we use the non-GAAP financial measures of EBITDA, which measures earnings before interest, income taxes, depreciation and amortization, EBITDA margin, and Adjusted EBITDA, which further excludes non-cash stock-based compensation expense, BioCircuit transaction and integration costs, and the loss on extinguishment of debt, and Adjusted EBITDA margin. We also use the non-GAAP financial measures of Adjusted Net Income and Adjusted Net Income Per Common Share - diluted which excludes non-cash stock-based compensation expense, BioCircuit transaction and integration costs, and the loss on extinguishment of debt from Net Income (Loss) and Net Income (Loss) Per Common Share - diluted. Additionally, we use the non-GAAP financial measure of Free Cash Flow which consists of net cash provided by operating activities, less expenditures for property and equipment, and intangible assets.
These non-GAAP measures are not based on any comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures should be read in conjunction with our financial statements prepared in accordance with GAAP. The reconciliations of the non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP should be carefully evaluated.
We use these non-GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, and analyzing future periods. We believe these non-GAAP financial measures are useful to investors because (i) they allow for greater transparency with respect to key metrics used by management in its financial and operational decision-making and (ii) they are used by our institutional investors and the analyst community to help them analyze the performance of our business.
Contact:
Axogen, Inc.
InvestorRelations@axogeninc.com


Axogen, Inc.
Condensed Consolidated Balance Sheets
(unaudited)
(in thousands, except share and per share amounts)

September 30,
2026
December 31,
2025
Assets
Current assets
Cash and cash equivalents$328,888 $35,548 
Restricted cash2,000 4,000 
Investments19,180 5,980 
Accounts receivable, net of allowance for doubtful accounts of $770 and $948, respectively
34,008 26,169 
Inventory49,063 42,373 
Prepaid expenses and other assets4,953 6,352 
Total current assets438,092 120,422 
Property and equipment, net81,946 81,783 
Operating lease right-of-use assets13,394 12,732 
Intangible assets, net7,910 6,750 
Other assets, net8,997 — 
Total assets$550,339 $221,687 
Liabilities and shareholders’ equity
Current liabilities
Accounts payable and accrued expenses$34,626 $21,184 
Current maturities of long-term lease obligations1,830 2,372 
Total current liabilities36,456 23,556 
Long-term debt, net of debt discount and financing fees— 48,387 
Long-term lease obligations17,639 16,870 
Debt derivative liabilities— 3,886 
Other long-term liabilities141 141 
Total liabilities54,236 92,840 
Shareholders’ equity
Common stock, $0.01 par value per share; 100,000,000 shares authorized; 59,724,524 and 47,199,797 shares issued and outstanding, respectively
597 472 
Additional paid-in capital821,235 435,338 
Accumulated deficit(325,729)(306,963)
Total shareholders’ equity496,103 128,847 
Total liabilities and shareholders’ equity$550,339 $221,687 


Axogen, Inc.
Condensed Consolidated Statements of Operations
(unaudited)
(in thousands, except share and per share amounts)

Three Months Ended Nine Months Ended
September 30, 2026September 30, 2025September 30, 2026September 30, 2025
Revenues$75,834 $60,082 $207,022 $165,304 
Cost of goods sold19,103 14,089 53,428 42,360 
Gross profit56,731 45,993 153,594 122,944 
Costs and expenses
Sales and marketing30,361 25,680 89,821 70,529 
Research and development8,950 7,565 25,056 20,509 
General and administrative16,465 10,836 42,750 29,983 
Total costs and expenses55,776 44,081 157,627 121,021 
Income (loss) from operations955 1,912 (4,033)1,923 
Other income (expense)
Investment income1,431 319 2,985 816 
Interest expense(1)(1,757)(696)(5,984)
Loss on extinguishment of debt— — (16,849)— 
Change in fair value of debt derivative liabilities— 209 — 531 
Other (expense) income, net(51)25 (173)167 
Total other income (expense), net1,379 (1,204)(14,733)(4,470)
Net income (loss)$2,334 $708 $(18,766)$(2,547)
Weighted average common shares outstanding — basic55,158,424 46,494,598 53,437,633 45,905,069 
Weighted average common shares outstanding — diluted61,525,789 49,088,436 53,437,633 45,905,069 
Net income (loss) per common share — basic$0.04 $0.02 $(0.35)$(0.06)
Net income (loss) per common share — diluted$0.04 $0.01 $(0.35)$(0.06)


Axogen, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited)
(in thousands)
Nine Months Ended
September 30, 2026September 30, 2025
Cash flows from operating activities:
Net loss$(18,766)$(2,547)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation4,787 5,027 
Amortization of right-of-use assets1,305 294 
Amortization of intangible assets329 221 
Amortization of debt discount and deferred financing fees68 666 
Provision for bad debts4 358 
Loss on disposal of equipment26 — 
Change in fair value of debt derivative liabilities— (531)
Investment gains, net(191)(238)
Loss on extinguishment of debt16,849 — 
Stock-based compensation expense24,403 13,501 
Change in operating assets and liabilities:
Accounts receivable(7,843)(7,028)
Inventory(6,690)(7,398)
Prepaid expenses and other assets1,399 (619)
Other assets, net(1,989)— 
Accounts payable and accrued expenses13,359 (2,985)
Operating lease obligations(1,724)(833)
Cash paid for interest portion of financing lease obligations(4)(3)
Other long-term liabilities— (111)
Net cash provided by (used in) operating activities25,322 (2,226)
Cash flows from investing activities:
Purchase of property and equipment(5,074)(2,498)
Purchase of investments(27,209)(13,723)
Proceeds from sale of investments14,200 8,000 
Purchases of equity investments held at cost(7,008)— 
Cash payments for intangible assets(1,306)(1,138)
Net cash used in investing activities$(26,397)$(9,359)
(CONTINUED...)


Axogen, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited)
(in thousands)
Nine Months Ended
September 30, 2026September 30, 2025
Cash flows from financing activities:
Proceeds from issuance of common stock$359,622 $— 
Payment of stock issuance costs(1,341)— 
Repayment of long-term debt(48,585)— 
Fees paid to lender related to debt extinguishment(20,498)— 
Fees paid to third parties related to debt extinguishment(107)— 
Payments of employee tax withholding on vested stock awards(9,447)— 
Cash paid for debt portion of financing lease obligations(14)(11)
Proceeds from exercise of stock options and ESPP stock purchases12,785 5,944 
Net cash provided by financing activities292,415 5,933 
Net increase (decrease) in cash and cash equivalents, and restricted cash291,340 (5,652)
Cash and cash equivalents, and restricted cash, beginning of period39,548 33,554 
Cash and cash equivalents, and restricted cash, end of period$330,888 $27,902 


Axogen, Inc.
Condensed Consolidated Statements of Changes in Shareholders’ Equity
(unaudited)
(in thousands, except share amounts)

Common StockAdditional Paid-in
Capital
Accumulated
Deficit
Total Shareholders'
Equity
SharesAmount
Three Months Ended September 30, 2026
Balance at June 30, 202653,656,293 $537 $583,783 $(328,063)$256,257 
Net income— — — 2,334 2,334 
Issuance of common shares5,646,500 57 224,972 — 225,029 
Stock-based compensation— — 8,794 — 8,794 
Issuance of restricted and performance stock units, net of shares withheld for withholding taxes9,507 — (174)— (174)
Exercise of stock options412,224 3 3,860 — 3,863 
Balance at September 30, 202659,724,524 $597 $821,235 $(325,729)$496,103 
Nine Months Ended September 30, 2026
Balance at December 31, 202547,199,797 $472 $435,338 $(306,963)$128,847 
Net loss— — — (18,766)(18,766)
Issuance of common shares10,246,500 103 358,178 — 358,281 
Stock-based compensation— — 24,403 — 24,403 
Issuance of restricted and performance stock units, net of shares withheld for withholding taxes1,130,195 11 (9,458)— (9,447)
Exercise of stock options and employee stock purchases under the ESPP1,148,032 11 12,774 — 12,785 
Balance at September 30, 202659,724,524 $597 $821,235 $(325,729)$496,103 
Three Months Ended September 30, 2025
Balance at June 30, 202545,765,290 $457 $406,334 $(294,515)$112,276 
Net income— — — 708 708 
Stock-based compensation— — 5,424 — 5,424 
Issuance of restricted and performance stock units81,925 1 (1)— — 
Exercise of stock options270,068 3 2,394 — 2,397 
Balance at September 30, 202546,117,283 $461 $414,151 $(293,807)$120,805 
Nine Months Ended September 30, 2025
Balance at December 31, 202444,148,836 $441 $394,726 $(291,260)$103,907 
Net loss— — — (2,547)(2,547)
Stock-based compensation— — 13,501 — 13,501 
Issuance of restricted and performance stock units1,301,062 13 (13)— — 
Exercise of stock options and employee stock purchases under the ESPP667,385 7 5,937 — 5,944 
Balance at September 30, 202546,117,283 $461 $414,151 $(293,807)$120,805 


Axogen, Inc.
Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
(unaudited)
(in thousands, except share and per share amounts)

EBITDA & Adjusted EBITDAThree Months Ended Nine Months Ended
September 30, 2026September 30, 2025September 30, 2026September 30, 2025
Net income (loss)$2,334 $708 $(18,766)$(2,547)
Depreciation and amortization expense1,694 1,730 5,116 5,248 
Investment income(1,431)(319)(2,985)(816)
Income tax expense (benefit)32 (62)220 4 
Interest expense1 1,757 696 5,984 
EBITDA - non-GAAP2,630 3,814 (15,719)7,873 
EBITDA margin - non-GAAP3.5 %6.3 %(7.6)%4.8 %
Non-cash stock-based compensation expense8,794 5,424 24,403 13,501 
BioCircuit transaction and integration costs1,969 — 1,969 — 
Loss on extinguishment of debt— — 16,849 — 
Adjusted EBITDA - non-GAAP$13,393 $9,238 $27,502 $21,374 
Adjusted EBITDA margin - non-GAAP17.7 %15.4 %13.3 %12.9 %


Adjusted Net IncomeThree Months Ended September 30, 2026
GAAP ResultsNon-cash Stock-based Compensation ExpenseBioCircuit Transaction and Integration CostsAdjusted Results
Revenues$75,834 $— $— $75,834 
Cost of goods sold19,103 (695)— 18,408 
Gross profit56,731 695 — 57,426 
Costs and expenses
Sales and marketing30,361 (2,176)— 28,185 
Research and development8,950 (1,826)— 7,124 
General and administrative16,465 (4,097)(1,969)10,399 
Total costs and expenses55,776 (8,099)(1,969)45,708 
Income from operations955 8,794 1,969 11,718 
Other income (expense)
Investment income1,431 — — 1,431 
Interest expense(1)— — (1)
Other expense, net(51)— — (51)
Total other income, net1,379 — — 1,379 
Net income$2,334 $8,794 $1,969 $13,097 
Weighted average common shares outstanding - diluted61,525,789 61,525,789 61,525,789 61,525,789 
Net income per common share - diluted$0.04 $0.14 $0.03 $0.21 




Axogen, Inc.
Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
(unaudited)
(in thousands, except share and per share amounts)

Adjusted Net IncomeThree Months Ended September 30, 2025
GAAP ResultsNon-cash Stock-based Compensation ExpenseAdjusted Results
Revenues$60,082 $— $60,082 
Cost of goods sold14,089 (706)13,383 
Gross profit45,993 706 46,699 
Costs and expenses
Sales and marketing25,680 (1,524)24,156 
Research and development7,565 (1,047)6,518 
General and administrative10,836 (2,147)8,689 
Total costs and expenses44,081 (4,718)39,363 
Income from operations1,912 5,424 7,336 
Other income (expense)
Investment income319 — 319 
Interest expense(1,757)— (1,757)
Change in fair value of debt derivative liabilities209 — 209 
Other income, net25 — 25 
Total other expense, net(1,204)— (1,204)
Net income$708 $5,424 $6,132 
Weighted average common shares outstanding - diluted49,088,436 49,088,436 49,088,436 
Net income per common share - diluted$0.01 $0.11 $0.12 







Axogen, Inc.
Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
(unaudited)
(in thousands, except share and per share amounts)

Adjusted Net IncomeNine Months Ended September 30, 2026
GAAP ResultsNon-cash Stock-based Compensation ExpenseBioCircuit Transaction and Integration CostsLoss on Extinguishment of Debt
Dilutive Shares Impact(1)
Adjusted Results
Revenues$207,022 $— $— $— $207,022 
Cost of goods sold53,428 (2,824)— — 50,604 
Gross profit153,594 2,824 — — 156,418 
Costs and expenses
Sales and marketing89,821 (5,737)— — 84,084 
Research and development25,056 (5,040)— — 20,016 
General and administrative42,750 (10,802)(1,969)— 29,979 
Total costs and expenses157,627 (21,579)(1,969)— 134,079 
(Loss) income from operations(4,033)24,403 1,969 — 22,339 
Other income (expense)
Investment income2,985 — — — 2,985 
Interest expense(696)— — — (696)
Loss on extinguishment of debt(16,849)— — 16,849 — 
Other expense, net(173)— — — (173)
Total other (expense) income, net(14,733)— — 16,849 2,116 
Net (loss) income$(18,766)$24,403 $1,969 $16,849 $24,455 
Weighted average common shares outstanding - diluted53,437,633 53,437,633 53,437,633 53,437,633 6,097,037 59,534,670 
Net (loss) income per common share - diluted$(0.35)$0.46 $0.04 $0.32 $(0.04)$0.41 
__________
(1)Due to a GAAP net loss, antidilutive securities are excluded from GAAP diluted weighted average common shares outstanding. However, considering the adjusted net income position, adjusted diluted weighted average common shares outstanding incorporates securities that would have been dilutive for GAAP.


Axogen, Inc.
Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
(unaudited)
(in thousands, except share and per share amounts)

Adjusted Net IncomeNine Months Ended September 30, 2025
GAAP ResultsNon-cash Stock-based Compensation Expense
Dilutive Shares Impact(1)
Adjusted Results
Revenues$165,304 $— $165,304 
Cost of goods sold42,360 (1,406)40,954 
Gross profit122,944 1,406 124,350 
Costs and expenses
Sales and marketing70,529 (3,422)67,107 
Research and development20,509 (2,796)17,713 
General and administrative29,983 (5,877)24,106 
Total costs and expenses121,021 (12,095)108,926 
Income from operations1,923 13,501 15,424 
Other income (expense)
Investment income816 — 816 
Interest expense(5,984)— (5,984)
Change in fair value of debt derivative liabilities531 — 531 
Other income, net167 — 167 
Total other expense, net(4,470)— (4,470)
Net (loss) income$(2,547)$13,501 $10,954 
Weighted average common shares outstanding - diluted45,905,069 45,905,069 3,068,714 48,973,783 
Net (loss) income per common share - diluted$(0.06)$0.29 $(0.01)$0.22 
__________
(1)Due to a GAAP net loss, antidilutive securities are excluded from GAAP diluted weighted average common shares outstanding. However, considering the adjusted net income position, adjusted diluted weighted average common shares outstanding incorporates securities that would have been dilutive for GAAP.

Free Cash FlowNine Months Ended
September 30, 2026September 30, 2025
Net cash provided by (used in) operating activities$25,322 $(2,226)
Purchase of property and equipment(5,074)(2,498)
Cash payments for intangible assets(1,306)(1,138)
Free cash flow$18,942 $(5,862)