UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~May~~July 2815, 2025

AngioDynamics, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-50761	11-3146460

(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

14 Plaza Drive, Latham, New York		12110

(Address of Principal Executive Offices)		(Zip Code)

(518) 795-1400

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered

Common Stock, par value $0.01 per share	ANGO	NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 12.0102 – ~~Entry~~ ~~into~~Results aof ~~Material~~Operations ~~Definitive~~and ~~Agreement~~Financial Condition.

On ~~May~~July 2815, 2025, AngioDynamics, Inc. (“AngioDynamics” ~~or the “Company”~~) ~~entered~~issued ~~into~~ a ~~new~~press ~~Credit~~release ~~Agreement~~announcing ~~(the~~financial ~~“Credit~~results ~~Agreement”)~~for ~~with its subsidiary RITA Medical Systems, LLC (“RITA” and, together with~~ the ~~Company,~~fiscal ~~the~~fourth ~~“Loan~~quarter ~~Parties”), the lenders party thereto~~ and full ~~JPMorgan~~ year ~~Chase~~ended ~~Bank,~~May ~~N.A.~~31, ~~individually and as administrative agent, issuing bank and swingline lender. The Company previously announced, on April 2,~~ 2025~~, that it had secured a commitment from JPMorgan Chase Bank, N~~. A. tocopy ~~provide the Company with a revolving line~~ of ~~credit. While~~ the ~~Company~~press release is ~~well~~furnished ~~capitalized~~herewith with existing cash on hand, the Company stated that entering into a revolving line of credit reflects good financial management and offers incremental flexibility to manage potential working capital fluctuations as ~~part~~Exhibit ~~of its manufacturing transfer process without impacting its ability to execute on its strategic growth trajectory moving forward~~99.1.

The ~~Credit~~information ~~Agreement~~set ~~provides~~forth ~~for~~in aItem ~~$25~~2.02 ~~million~~of ~~secured~~this ~~revolving~~Form ~~credit~~8-K ~~facility~~ (~~the~~including ~~“Revolving~~Exhibit ~~Facility”~~99.1) ~~with~~shall anot ~~maturity~~be ~~date~~deemed of“filed” ~~May~~for ~~28,~~purposes ~~2027, which is subject to a borrowing base comprised~~ of ~~certain~~Section ~~working~~18 ~~capital assets~~ of the ~~Company. Additionally, until such time as the Company has demonstrated a fixed~~ ~~charge~~ Securities ~~coverage~~Exchange ~~ratio~~Act ~~greater~~of ~~than 1:10 to 1.00~~1934, ~~the~~as ~~Revolving~~amended ~~Facility will be further reduced by $5,000,000~~ (~~such period,~~ the “~~Availability~~Exchange ~~Block Period~~Act”)~~. To the extent requested by the Company~~, ~~and~~or otherwise subject to ~~certain customary limitations,~~ the ~~lenders~~liabilities ~~will~~under ~~make~~that ~~revolving~~Section. ~~loan advances to the Company and the issuing bank will issue letters of credit for the account of the Company~~Furthermore, insuch ~~each~~information ~~case~~shall ~~in an aggregate amount~~ not ~~exceeding~~be ~~the~~deemed ~~availability~~to ~~under~~be ~~the~~incorporated ~~Revolving~~by ~~Facility. Issuances~~reference ofinto ~~letters~~any offiling ~~credit~~ under the ~~Revolving~~Securities ~~Facility~~Act of ~~shall further be limited by an issuance cap~~1933, ~~which~~ as atamended (the ~~closing~~“Securities ~~date~~Act”), isor ~~set~~the atExchange $2Act,~~000,000. The~~ ~~proceeds~~except ofas ~~the Revolving~~shall ~~Facility may~~ be ~~used~~expressly ~~for~~set ~~working~~forth ~~capital~~by ~~and~~specific ~~for~~reference ~~general~~in ~~corporate~~such ~~needs~~a ~~of AngioDynamics and its subsidiaries~~filing.

~~Interest~~Item ~~on the Revolving Facility will be based, at AngioDynamics’ option, on a rate equal to (a) the term SOFR rate plus 0~~7.~~10%~~01 ~~(subject~~– toRegulation ~~a floor~~FD ~~of 0%) (“Adjusted Term SOFR”) or (b) the alternate base rate (subject to a floor of 0%) (“ABR”), and in each case with a margin for Adjusted Term SOFR loans of 2~~Disclosure.00% and for ABR loans of 1.00%. The Revolving Facility will also carry a commitment fee of 0.20% per annum on the unused portion. The Revolving Facility contains customary benchmark replacement and rate fallback provisions.

~~The~~Presentation ~~obligations~~slides ~~under~~discussing ~~the~~AngioDynamics ~~Revolving Facility are unconditionally guaranteed, jointly~~ and ~~severally,~~its byfiscal ~~the~~fourth ~~Company’s~~quarter ~~material direct~~ and ~~indirect domestic~~full ~~subsidiaries~~year ~~(the~~ended ~~“Guarantors”).~~May ~~The~~31, ~~sole~~2025 ~~Guarantor as at the closing date is RITA. All obligations of the Company and the Guarantors under the Revolving Facility~~ are ~~secured~~ byfurnished ~~first~~herewith ~~priority~~as ~~security~~Exhibit ~~interests in substantially all of the assets of Loan Parties and the Guarantors~~99.2.

The ~~Credit~~ ~~Agreement includes~~presentation ~~customary~~slides ~~representations,~~furnished ~~warranties~~pursuant ~~and~~to ~~covenants,~~Item ~~and~~7.01 ~~acceleration,~~of ~~indemnity~~this ~~and~~Form ~~events~~8-K of(including ~~default~~Exhibit ~~provisions, including,~~99.2) ~~among~~shall ~~other~~not ~~things,~~be adeemed ~~financial~~“filed” ~~covenant~~for ~~which~~purposes ~~requires~~of ~~AngioDynamics~~Section 18 toof ~~maintain~~the Exchange Act, asor ofotherwise ~~the~~subject ~~end~~to ofthe ~~each~~liabilities ~~calendar~~under ~~month~~that ~~commencing~~Section. ~~after~~Furthermore, the ~~end~~presentation ofslides ~~the~~shall ~~Availability~~not ~~Block~~be ~~Period,~~deemed ato ~~fixed~~be ~~charge~~incorporated ~~coverage~~by ~~ratio~~reference ofinto ~~not~~any ~~less~~filing ~~than~~under ~~1.05~~the ~~to 1~~Securities Act or the Exchange Act.~~00.~~

The above description is only a summary of the material terms of the Credit Agreement and is qualified in its entirety by the actual terms of the Credit Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8Forward-KLooking ~~and incorporated herein by reference.~~Statements

~~Item~~This 2document and its attachments contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.03 ~~– Creation~~All statements regarding AngioDynamics’ expected future financial position, results of aoperations, ~~Direct~~cash ~~Financial~~flows, ~~Obligation~~business strategy, budgets, projected costs, capital expenditures, products, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include the words such as “expects,” “reaffirms,” “intends,” “anticipates,” “plans,” “believes,” “seeks,” “estimates,” “projects”, “optimistic,” or anvariations ~~Obligation~~of ~~under~~such anwords ~~Off~~and similar expressions, are forward-~~Balance~~looking ~~Sheet~~statements. ~~Arrangement~~These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties. Investors are cautioned that actual events or results may differ materially from a AngioDynamics’ ~~Registrant~~expectations, expressed or implied. Factors that may affect the actual results achieved by AngioDynamics include, without limitation, the scale and scope of the COVID-19 global pandemic, the ability of AngioDynamics to develop its existing and new products, technological advances and patents attained by competitors, infringement of AngioDynamics’ technology or assertions that AngioDynamics’ technology infringes the technology of third parties, the ability of AngioDynamics to effectively compete against competitors that have substantially greater resources, future actions by the FDA or other regulatory agencies, domestic and foreign health care reforms and government regulations, results of pending or future clinical trials, overall economic conditions (including inflation, labor shortages and supply chain challenges including the cost and availability of raw materials), the results of on-going litigation, challenges with respect to third-party distributors or joint venture partners or collaborators, the results of sales efforts, the effects of product recalls and product liability claims, changes in key personnel, the ability of AngioDynamics to execute on strategic initiatives, the effects of economic, credit and capital market conditions, general market conditions, market acceptance, foreign currency exchange rate fluctuations, the effects on pricing from group purchasing organizations and competition, the ability of AngioDynamics to obtain regulatory clearances or approval of its products, or to integrate acquired businesses, as well as the risk factors listed from time to time in AngioDynamics’ SEC filings, including but not limited to its Annual Report on Form 10-K for the year ended May 31, 2024. AngioDynamics does not assume any obligation to publicly update or revise any forward-looking statements for any reason.

The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01 – Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit No.	Description
10.1*	Credit Agreement, dated as of May 28, 2025, among AngioDynamics, Inc., RITA Medical Systems, LLC, the lenders party thereto and JPMorgan Chase Bank, N.A., individually and as administrative agent, issuing bank and swingline lender.
99.1	Press Release, dated July 15, 2025.
99.2	Presentation, dated July 15, 2025.

* Certain exhibits and schedules have been omitted in accordance with Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish supplementally a copy of all omitted exhibits and schedules to the Securities and Exchange Commission upon its request.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ANGIODYNAMICS, INC.
	(Registrant)
Date: May 28, 2025	By:	/s/ Lawrence T. Weiss
Date: July 15, 2025	By:	/s/ Lawrence T. Weiss
		Name:	Lawrence T. Weiss
		Title:	Senior Vice President, Chief Legal Officer and Corporate Secretary

		Name:	Lawrence T. Weiss
		Title:	Senior Vice President, Chief Legal Officer and Corporate Secretary

Filing Compare · ANGIODYNAMICS INC