8-K/AFiled Aug 10, 8:00 PM ET

MiMedx Group Announces Merger with Sanara MedTech; Corrects Termination Fee

$MDXG · MIMEDX GROUP, INC.

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MiMedx Group Announces Merger with Sanara MedTech; Corrects Termination Fee

What Happened
MiMedx Group, Inc. filed a Form 8‑K/A on August 11, 2026 to amend its July 29, 2026 report about a merger agreement with Sanara MedTech Inc. The amendment corrects a transposition error in the merger agreement’s termination fees: the termination fee amounts were swapped in the original filing. The company also furnished a July 29, 2026 press release and an investor presentation announcing the Merger Agreement.

Key Details

  • Corrected termination fees: the amounts were reversed in the original filing. The correct amounts are:
    • MiMedx’s potential termination fee: $22,540,785.00
    • Sanara’s potential termination fee: $9,660,336.00
  • Filing date of amendment: August 11, 2026; original Merger Agreement and materials were announced July 29, 2026.
  • Exhibits referenced: Merger Agreement (Agreement and Plan of Merger), a Voting Agreement, the Merger press release (Exhibit 99.1) and an investor presentation (Exhibit 99.2).
  • The amendment states no other disclosures in the original 8‑K were changed or updated.

Why It Matters
Termination fees are concrete, dollar‑amount protections that can affect deal economics and who bears financial risk if the merger is terminated. Correcting which party is responsible for which fee clarifies potential liabilities for MiMedx and for Sanara. The filing confirms the merger is being actively disclosed to investors (press release and investor presentation), and investors should review the Merger Agreement and the provided investor materials to understand the full terms, timeline, and any shareholder actions required.