|
|
|
|
|
|
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|
Net loss | | () | | | () | | | () | |
Other comprehensive income (loss): | | | | | | |
| Unrealized gain (loss) of marketable securities | | | | | | | | () | |
| Changes in foreign currency translation | | () | | | () | | | () | |
Comprehensive loss | | $ | () | | | $ | () | | | $ | () | |
| | | | | | |
Net loss per share, basic and diluted | | $ | () | | | $ | () | | | $ | () | |
| | | | | | |
Weighted-average number of common shares used to compute basic and diluted net loss per share | | | | | | | | | |
The accompanying notes are an integral part of these consolidated financial statements.
SI-BONE, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(In thousands, except share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock | | Additional Paid-in Capital | | Accumulated Other Comprehensive Income | | Accumulated Deficit | | Total Stockholders’ Equity |
| | Shares | | Amount | | | | |
| Balances as of December 31, 2021 | | | | | $ | | | | $ | | | | $ | | | | $ | () | | | $ | | |
| Issuance of common stock upon exercise of stock options, net of shares withheld | | | | | — | | | | | | — | | | — | | | | |
| Issuance of common stock related to employee stock purchase plan | | | | | — | | | | | | — | | | — | | | | |
| Issuance of common stock upon vesting of restricted stock units | | | | | — | | | — | | | — | | | — | | | — | |
| Stock-based compensation | | — | | | — | | | | | | — | | | — | | | | |
| Foreign currency translation | | — | | | — | | | — | | | () | | | — | | | () | |
| Net unrealized loss on marketable securities | | — | | | — | | | — | | | () | | | — | | | () | |
| Net loss | | — | | | — | | | — | | | — | | | () | | | () | |
| Balances as of December 31, 2022 | | | | | | | | | | | | | | () | | | | |
| Issuance of common stock from public offerings, net of underwriting discounts, commissions and offering costs | | | | | | | | | | | — | | | — | | | | |
| Issuance of common stock upon exercise of stock options, net of shares withheld | | | | | — | | | | | | — | | | — | | | | |
| Issuance of common stock related to employee stock purchase plan | | | | | — | | | | | | — | | | — | | | | |
| Issuance of common stock upon vesting of restricted stock units | | | | | — | | | — | | | — | | | — | | | — | |
| Issuance of common stock upon exercise of warrant, net of shares withheld | | | | | — | | | — | | | — | | | — | | | — | |
| Stock-based compensation | | — | | | — | | | | | | — | | | — | | | | |
| Foreign currency translation | | — | | | — | | | — | | | () | | | — | | | () | |
| Net unrealized gain on marketable securities | | — | | | — | | | — | | | | | | — | | | | |
| Net loss | | — | | | — | | | — | | | — | | | () | | | () | |
| Balances as of December 31, 2023 | | | | | | | | | | | | | | () | | | | |
| | | | | |
|
|
|
|
| Net cash provided by financing activities | | | | | | | | |
| Effect of exchange rate changes on cash and cash equivalents | () | | | | | | () | |
| Net increase (decrease) in cash and cash equivalents | | | | | | | () | |
| Cash and cash equivalents at | | | | | |
| Beginning of year | | | | | | | | |
| End of year | $ | | | | $ | | | | $ | | |
| Supplemental disclosure of cash flow information | | | | | |
| Cash paid for interest | $ | | | | $ | | | | $ | | |
|
Noncash investing and financing activities | | | | | |
Operating lease right-of-use assets obtained in exchange for operating lease liabilities | $ | | | | $ | | | | $ | | |
| Supplemental disclosure of non-cash information | | | | | |
|
| Unpaid purchases of property and equipment | $ | | | | $ | | | | $ | | |
The accompanying notes are an integral part of these consolidated financial statements.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1.
million of net proceeds after deducting the underwriting discounts and commissions of $ million from the offering of shares of the Company’s common stock and the exercise of underwriter's option to purchase from the Company an additional shares of the Company's common stock, at a public offering price of $ per share. Of these shares, shares were offered by a selling stockholder, and the Company did not receive any proceeds from the sale by the selling stockholder.Risks and Uncertainties
The Company is subject to uncertainties related to liquidity, the ability to meet covenants and access to funding for its capital needs as the financial service industry has experienced disruptions characterized by the bankruptcy, failure, collapse or sale of various financial institutions. The Company’s cash and cash equivalents are primarily invested in deposits and money market accounts with a single major financial institution in the U.S. Deposits in these banks may exceed the federally insured limits or any other insurance provided on such deposits, if any. As of the date of issuance of these consolidated financial statements, the extent to which the current macroeconomic environment may materially impact the Company's financial condition, liquidity, or results of operations remains uncertain.
2.
. The effect of this change in estimate reduced depreciation expense by $ million, resulting in a decrease in net loss of $ million and basic and diluted earnings per share by $ for the year ended December 31, 2024.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | $ | | | | $ | | | | International | | | | | | | | |
| $ | | | | $ | | | | $ | | |
The Company’s revenue and accounts receivable are spread across a large number of customers, primarily in the United States, and no customer accounts for more than 10% of total revenue or gross accounts receivable in any period presented.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | $ | | | | $ | | | | Provision | | | | | | | | |
| Write-offs | () | | | () | | | () | |
| Balance at end of year | $ | | | | $ | | | | $ | | |
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
– years| Instrument trays | years |
Machinery and equipment | – years |
Furniture and fixtures | years |
Leasehold Improvement | Lesser of estimated useful life or remaining lease term |
Construction in progress includes the cost of individual components of an instrument tray used for surgical placement of the Company's products that have not yet been placed into service. Once an instrument tray is placed into service, the Company transfers its carrying value into instrument trays and begins depreciating the cost of the instrument tray over its useful life. Individual components within an instrument tray may require replacement due to normal wear and tear or periodic loss.
When an impairment or disposal of individual components or instrument trays occurs, the cost and related accumulated depreciation are removed from the consolidated balance sheet and the resulting gain or loss is recognized as a component of cost of goods sold in the consolidated statements of operations and comprehensive loss. Maintenance and repairs are charged to operations as incurred.
For the years ended December 31, 2024, 2023, and 2022 the Company has t experienced impairment losses on its long-lived assets.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
to days.Shipping and Handling Costs
Shipping and handling costs are treated as fulfillment costs, which are expensed as incurred and are included in cost of goods sold.
Costs to Obtain Customer Contracts
Sales commissions and related expenses are considered incremental and recoverable costs of acquiring customer contracts. The Company’s sales commissions paid to its sales representatives are generally based on the surgeries performed. The Company applied the practical expedient that permits an entity to expense the cost to obtain a contract as incurred when the expected amortization is one
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
period following the original procedure and is accounted for as a warranty accrual. The Company also provides a purchaser with a one-time credit equal to the purchase price paid for use on future purchases for any revision procedure within the period following an original procedure where an implant is not required. The warranty is not priced or sold separately and is intended to safeguard the customer against defects and it does not provide incremental service to the customer. As such, it is considered an assurance type warranty and is not accounted as a service type warranty, which could represent a separate performance obligation. The Company accounts for these one-time credits as sales reserves and is included in accrued liabilities and other in the consolidated balance sheets. Sales and warranty reserves from the warranty program were immaterial as of December 31, 2024 and 2023.
Advertising expenses were $ million, $ million and $ million for the years ended December 31, 2024, 2023, and 2022 respectively.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3.
| | $ | — | | | $ | — | | | $ | | | |
|
| Cash equivalents | | | | — | | | — | | | | |
| | | | | | | |
| U.S. treasury securities | | | | | | | () | | | | |
| U.S. agency bonds | | | | | | | | | | | |
|
|
| Short-term investments | | | | | | | () | | | | |
|
|
|
| Total marketable securities | $ | | | | $ | | | | $ | () | | | $ | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2023 |
| Amortized Cost | | Unrealized Gains | | Unrealized Losses | | Aggregate Fair Value |
| (in thousands) |
| Money market funds | $ | | | | $ | — | | | $ | — | | | $ | | |
|
| Cash equivalents | | | | — | | | — | | | | |
| | | | | | | |
| U.S. treasury securities | | | | | | | | | | | |
| U.S. agency bonds | | | | | | | () | | | | |
| Short-term investments | | | | | | | () | | | | |
|
|
|
| Total marketable securities | $ | | | | $ | | | | $ | () | | | $ | | |
The amortized cost of the Company's available-for-sale securities approximates their fair value. Unrealized losses are generally due to interest rate fluctuations, as opposed to credit quality. However, the Company reviews individual securities that are in an unrealized loss position in order to evaluate whether or not they have experienced or are expected to experience credit losses. As of December 31, 2024 and 2023, unrealized gains and losses from the investments were not the result of a decline in credit quality. As a result, the Company did recognize any credit losses related to its investments and that all unrealized gains and losses on available-for-sale securities are recorded in accumulated other comprehensive income (loss) on the consolidated balance sheets during the years ended December 31, 2024 and 2023.
The Company elected to present accrued interest receivable separately from short-term investments on its consolidated balance sheets. Accrued interest receivables were $ million and $ million as of December 31, 2024 and 2023, respectively, and were recorded in prepaid expenses and other current assets. The Company also elected to exclude accrued interest receivable from the estimation of expected credit losses on its marketable securities and reverse accrued interest receivable through interest income (expense) when amounts are determined to be uncollectible. The Company did write off any accrued interest receivable during the years ended December 31, 2024, 2023, and 2022.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4.
| | $ | | | | $ | | | | $ | | | | U.S. treasury securities | | | | | | | | | | | |
| U.S. agency bonds | | | | | | | | | | | |
|
|
|
|
| Accrued royalty | | | | | |
Accrued professional services | | | | | |
Accrued rebates | | | | | |
|
|
|
|
|
|
|
|
|
|
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
| 2026 | | |
| 2027 | | |
| 2028 | | |
| 2029 | | |
| Thereafter | | |
| Total operating lease payments | $ | | |
| Less: imputed interest | () | |
| Total operating lease liabilities | $ | | |
| |
As of December 31, 2024, the Company had operating lease liabilities that had not commenced.
Purchase Commitments and Obligations
The Company has certain purchase commitments related to its inventory management with certain manufacturing suppliers based on the agreements or blanket purchase orders. The contractual obligations represent future cash commitments and liabilities under agreements with third parties and exclude orders for goods and services entered into in the normal course of business that are not enforceable or legally binding. These outstanding commitments amounted to $ million and $ million as of December 31, 2024 and 2023, respectively.
Indemnification
The Company enters into standard indemnification arrangements in the ordinary course of business. Pursuant to these arrangements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with any trade secret, copyright, patent or other intellectual property infringement claim by any third-party with respect to the Company’s technology. The term of these indemnification agreements is generally perpetual. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable because it involves claims that may be made against the Company in the future, but have not yet been made.
The Company has entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers, other than liabilities arising from willful misconduct of the individual.
The Company has t incurred costs to defend lawsuits or settle claims related to these indemnification agreements. liability associated with such indemnifications has been recorded to date.
Legal Contingencies
In October 2024, the Company received a civil investigative demand (“CID”) from the U.S. Department of Justice, Civil Division, in connection with an investigation under the federal Anti-Kickback Statute and Civil False Claims Act (the “Investigation”). The CID requests information and documents primarily relating to meals and consulting service payments provided to health care professionals. The Company is cooperating with the Investigation but is currently unable to express a view regarding the likely duration, or ultimate outcome, of the Investigation or estimate the possibility of, or amount or range of, any possible financial impact. Depending on how the Investigation progresses, there may be a material impact on the Company’s business, results of operations, or financial condition.
7.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | $ | | | Final payment fee | | | | | |
Total Principal outstanding and final payment fee | | | | | |
Less: Unamortized debt issuance costs and lender fees | () | | | () | |
|
Outstanding debt, net of debt issuance costs and unaccreted value of final fee | $ | | | | $ | | |
Classified as: | | | |
|
|
| Long-term borrowings | $ | | | | $ | | |
The outstanding debt is related to a Loan and Security Agreement dated August 12, 2021 (the "Original Loan Agreement") entered into by the Company with Silicon Valley Bank, a California corporation (“SVB”). Pursuant to the Original Loan Agreement, SVB provided a term loan in the aggregate principal amount of $ million to the Company (the “Original Term Loan”).
On January 6, 2023, the Company entered into a First Amendment to Loan and Security Agreement with SVB pursuant to which the Company received a new term loan facility in an aggregate principal amount of $ million (the "First Amendment" and with the Original Loan Agreement, collectively the "Amended Loan Agreement”). Upon entry into the Amended Loan Agreement, the Company borrowed $ million pursuant to the term loan (the "First Amendment Term Loan"), which was substantially used to repay in full the $ million Original Term Loan outstanding under the Original Loan Agreement and the Company obtained a secured revolving credit facility in an aggregate principal amount of up to $ million (the “Revolving Line”). The First Amendment also provided for a final payment fee payable to SVB of % of the original principal amount of the First Amendment Term Loan due upon the earlier of the First Amendment Term Loan Maturity Date, termination of the Amended Loan Agreement, acceleration by the Lender following an event of default, or prepayment of the First Amendment Term Loan.
On January 25, 2024, the Company entered into a Second Amendment to Loan and Security Agreement with Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, as successor in interest to SVB ("First Citizens") which amended the Company's Amended Loan Agreement (the “Second Amendment” and together with the Amended Loan Agreement, collectively, the “Second Amended Loan Agreement”). The Second Amendment revised certain provisions related to financial covenants and the periods in which such covenants applied.
On November 8, 2024, the Company entered into a Third Amendment to the Loan and Security Agreement with First-Citizens (the “Third Amendment” and together with the Second Amended Loan Agreement, collectively, the “Third Amended Loan Agreement”), pursuant to which a new term loan in the original aggregate principal amount of $ million was extended by First-Citizens to the Company (the “Third Amendment Term Loan”), which was substantially used to refinance and repay in full the then-outstanding $ million existing First Amendment Term Loan. The Company also paid a final payment fee of $ million due relative to such prior First Amendment Term Loan. The Third Amendment sets the maturity date for the Third Amendment Term Loan as September 1, 2029 (the “Third Amendment Term Loan Maturity Date”), set the first principal repayment due date relative to the Third Amendment Term Loan to October 1, 2027; provided that upon the achievement of the Performance Milestone (as defined in the Third Amendment), the first principal payment shall become due on October 1, 2028. Interest on the Third Amendment Term Loan will be payable monthly at a floating rate per annum equal to the greater of % and the WSJ Prime Rate minus %. The Company may elect to prepay the Third Amendment Term Loan in whole prior to the Third Amendment Term Loan Term Loan Maturity Date, subject to a prepayment fee equal to % of the original principal amount of the Third Amendment Term Loan if the loan is prepaid within months following the closing of the Third Amendment. The Third Amendment further revised certain provisions related to financial covenants and the periods in which such covenants apply.
The Company accounted for the Third Amended Loan Agreement as a debt modification. Accordingly, the remaining unamortized debt issuance costs related to the Second Amended Loan Agreement together with any lender fees incurred in connection with the entry of the Third Amended Loan Agreement are amortized to interest expense using the straight-line method over the new term of the loan through August 2029.
The effective interest rates were %, % and % for the years ended December 31, 2024, 2023, and 2022 respectively.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | 2026 | | |
| 2027 | | |
| 2028 | | |
| 2029 | | |
Total principal payments | $ | | |
8.
net shares of common stock through a cashless exercise of the warrants in accordance with the conversion terms. | $ | | | | | | | | | | 11/26/2014 | | 11/26/2024 | | | | $ | | | | | | () | | |
| 10/20/2015 | | 10/20/2025 | | | $ | | | | | | | | |
| 11/09/2015 | | 11/09/2025 | | | | $ | | | | | | | | |
| 12/22/2016 | | 12/22/2026 | | | $ | | | | | | | | |
| | | | | | | | | | | | () | | |
9.
shares of common stock and shares of preferred stock, each having a par value of $. Common stock issued and outstanding as of December 31, 2024 and 2023 were shares and shares, respectively. As of December 31, 2024 and 2023, there was preferred stock issued and outstanding. The holders of common stock are entitled to receive dividends whenever funds are legally available, as, when, and if declared by the Board of Directors. There have been dividends declared to date.
10.
new options have been granted under the 2008 SOP since August 2018. Outstanding options under the 2008 SOP continue to be subject to the terms and conditions of that plan.
SI-BONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
% of the total number of shares of the Company's capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by the Company's Board of Directors. As of December 31, 2024, a total of shares of common stock are available for future grants under the 2018 EIP. On January 1, 2025, the total number of shares of common stock reserved for issuance under the 2018 EIP automatically increased by shares. The Board of Directors has the authority to determine to whom options will be granted, the number of shares, the term and the exercise price. If an individual owns stock representing more than % of the outstanding shares, the price of each share shall be at least % of the fair market value, as determined by the Board of Directors. The exercise price of an incentive stock option and a non-qualified stock option shall not be less than % and %, respectively, of the fair market value on the date of grant.
Options granted have a term of years, except, options granted to individuals holding more than % of the outstanding shares have a term of . Options generally vest over a period. RSUs granted under the 2018 EIP generally vest over one to based upon continued services and are settled at vesting in shares of the Company's common stock.
Stock Options
| | $ | | | | | |
|
|
%%)%%| to | % | | % | to | % | | % | to | % |
shares of common stock held by the David & Laura Francis Joint Rev Trust; (b) up to shares of common stock subject to restricted stock unit awards (RSUs) previously granted to Ms. Francis that may vest and be released to her on or before March 31, 2026 upon satisfaction of the applicable service-based vesting conditions, to be reduced by the shares sold to satisfy tax withholding obligations arising from the vesting of such RSUs; and (c) up to shares of common stock subject to performance-based restricted stock unit awards (PSUs) previously granted to Ms. Francis that may vest and be released to her on or before March 31, 2026 upon satisfaction of the applicable performance-based vesting conditions, to be reduced by the shares sold to satisfy tax withholding obligations arising from the vesting of such PSUs. The actual number of shares of common stock that may vest and be released to Ms. Francis upon satisfaction of the applicable performance-based vesting conditions pursuant to the PSUs is not yet determinable. Moreover, the actual number of share that will be sold pursuant to the Rule 10b5-1 trading arrangement is not yet determinable.
(2) (a) up to shares of common stock held by Mr. Maheshwari; (b) up to shares of common stock subject to restricted stock unit awards (RSUs) previously granted to Mr. Maheshwari that may vest and be released to him on or before March 31, 2026 upon satisfaction of the applicable service-based vesting conditions, to be reduced by the shares sold to satisfy tax withholding obligations arising from the vesting of such RSUs; and (c) up to shares of common stock subject to performance-based restricted stock unit awards (PSUs) previously granted to Mr. Maheshwari that may vest and be released to him on or before March 31, 2026 upon satisfaction of the applicable performance-based vesting conditions, to be reduced by the shares sold to satisfy tax withholding obligations arising from the vesting of such PSUs. The actual number of shares of common stock that may vest and be released to Mr. Maheshwari upon satisfaction of the applicable performance-based vesting conditions pursuant to the PSUs is not yet determinable. Moreover, the actual number of share that will be sold pursuant to the Rule 10b5-1 trading arrangement is not yet determinable.
None of the Company’s other directors or executive officers adopted a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement, as defined in Item 408 of Regulation S-K under the Exchange Act during the three-month period ended December 31, 2024.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Information required by this item will be contained in our definitive proxy statement to be filed with the Securities and Exchange Commission on Schedule 14A in connection with our 2025 Annual Meeting of Stockholders, or the 2025 Proxy Statement, which will be filed not later than 120 days after the end of our fiscal year ended December 31, 2024, under the headings “Management,” “Proposal 1 - Election of Directors,” “Information Regarding the Board of Directors and Corporate Governance,” and, if applicable, “Delinquent Section 16(a) Reports”, and is incorporated herein by reference.
We have adopted a Code of Business Conduct and Ethics that applies to our officers, directors and employees which is available on our website at www.si-bone.com. The Code of Business Conduct and Ethics is intended to qualify as a “code of ethics” within the meaning of Section 406 of the Sarbanes-Oxley Act of 2002 and Item 406 of Regulation S-K. In addition, we intend to promptly disclose on our website in the future (1) the nature of any substantive amendment to our Code of Business Conduct and Ethics that applies to our principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions and (2) the nature of any waiver, including an implicit waiver, from a provision of our code of ethics that is granted to one of these specified officers, the name of such person who is granted the waiver and the date of the waiver.
governing the purchase, sale, and/or other dispositions of our securities by directors, officers and employees that is designed to promote compliance with insider trading laws, rules and regulations, as well as procedures designed to further the foregoing purposes. From time to time, we may engage in transactions in our securities. It is our policy to comply with applicable laws and regulations relating to insider trading. A copy of our insider trading policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.
Item 11. Executive Compensation.
The information required by this item regarding executive compensation will be incorporated by reference to the information set forth in the sections titled “Executive Compensation” and “Compensation of Non-Employee Board Members” in our 2025 Proxy Statement.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The information required by this item regarding security ownership of certain beneficial owners and management will be incorporated by reference to the information set forth in the sections titled “Security Ownership of Certain Beneficial Owners and Management” and “Securities Authorized for Issuance Under Equity Compensation Plans” in our 2025 Proxy Statement.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The information required by this item regarding certain relationships and related transactions and director independence will be incorporated by reference to the information set forth in the sections titled “Certain Relationships and Related Party Transactions” and “Information Regarding the Board of Directors and Corporate Governance,” respectively, in our 2025 Proxy Statement.
Item 14. Principal Accounting Fees and Services.
The information required by this item regarding principal accountant fees and services will be incorporated by reference to the information set forth in the section titled “Principal Accountant Fees and Services” in our 2025 Proxy Statement.
PART IV
Item 15. Exhibits and Financial Statement Schedules.
(a) The following documents are filed as part of this report:
1. Financial Statements
Information in response to this Item is included in Part II, Item 8 of this Annual Report on Form 10‑K.
2. Financial Statement Schedules
All schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.
3. Exhibits
The following exhibits, as required by Item 601 of Regulation S-K are attached or incorporated by reference as stated below.
EXHIBIT INDEX
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Incorporation By Reference | | |
Exhibit Number | | Description | | Form | | SEC File No. | | Exhibit | | Filing Date |
| 3.1 | | | | 8-K | | 001-38701 | | 3.1 | | 10/19/2018 |
| 3.2 | | | | 8-K | | 001-38701 | | 3.1 | | 9/20/2023 |
| 3.3 | | | | 8-K | | 001-38701 | | 3.1 | | 6/26/2024 |
| 4.1 | | | | S-1/A | | 333-227445 | | 4.1 | | 10/5/2018 |
| 4.2 | | Reference is made to Exhibits 3.1 and 3.2. | | | | | | | | |
| 4.3 | | | | 10-Q | | 001-38701 | | 4.3 | | 5/5/2020 |
10.1+ | | | | S-1 | | 333-227445 | | 10.1 | | 9/20/2018 |
10.2+ | | | | S-1/A | | 333-227445 | | 10.2 | | 10/5/2018 |
10.3+ | | | | S-1/A | | 333-227445 | | 10.3 | | 10/5/2018 |
10.4+ | | | | S-1/A | | 333-227445 | | 10.4 | | 10/5/2018 |
10.5+ | | | | 10-Q | | 001-38701 | | 10.1 | | 11/8/2022 |
10.6+ | | | | S-1/A | | 333-227445 | | 10.6 | | 10/5/2018 |
| 10.7+ | | | | S-1 | | 333-227445 | | 10.7 | | 9/20/2018 |
| 10.8+ | | | | S-1 | | 333-227445 | | 10.18 | | 9/20/2018 |
| 10.9 | | | | S-1/A | | 333-227445 | | 10.21 | | 10/5/2018 |
| 10.10+ | | | | 10-Q | | 001-38701 | | 10.2 | | 11/12/2019 |
| 10.11+ | | | | 8-K | | 001-38701 | | 10.1 | | 1/7/2021 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 10.12+ | | | | 10-Q | | 001-38701 | | 10.1 | | 8/08/2023 |
| 10.13+ | | | | 10-K | | 001-38701 | | 10.24 | | 3/10/2021 |
10.14+ | | | | 10-Q | | 001-38701 | | 10.3 | | 5/4/2021 |
| 10.15 | | | | S-1 | | 333-227445 | | 10.21 | | 9/20/2018 |
| 10.16 | | | | 10-Q | | 001-38701 | | 10.1 | | 11/9/2021 |
10.17+ | | | | 10-Q | | 001-38701 | | 10.2 | | 11/9/2021 |
10.18+ | | | | 8-K | | 001-38701 | | 10.1 | | 4/20/2021 |
10.19+ | | | | 8-K | | 001-38701 | | 10.2 | | 4/20/2021 |
10.20+ | | | | 10-Q | | 001-38701 | | 10.2 | | 11/8/2022 |
10.21# | | | | 10-K | | 001-38701 | | 10.29 | | 3/2/2023 |
| 10.22 | | | | 10-Q | | 001-38701 | | 10.20 | | 5/2/2023 |
10.23+ | | | | 8-K | | 001-38701 | | Item 5.02 | | 1/10/2022 |
10.24# | | | | 10-K | | 001-38701 | | 10.26 | | 2/27/2024 |
10.25# | | | | 10-K | | 001-38701 | | 10.27 | | 2/27/2024 |
10.26 | | | | 8-K | | 001-38701 | | 10.1 | | 7/19/2024 |
10.27# | | | | 10-Q | | 001-38701 | | 10.2 | | 11/12/2024 |
10.28+ * | | | | | | | | | | |
10.29+* | | | | | | | | | | |
19.1* | | | | | | | | | | |
| 21.1* | | | | | | | | | | |
| 23.1* | | | | | | | | | | |
| 24.1* | | | | | | | | | | |
| 31.1* | | | | | | | | | | |
| 31.2* | | | | | | | | | | |
| 32.1** | | | | | | | | | | |
97.1 | | | | 10-K | | 001-38701 | | 97.1 | | 2/27/2024 |
| 101.INS* | | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 101.SCH* | | Inline XBRL Taxonomy Extension Schema Document | | | | | | | | |
| 101.CAL* | | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | | | | | | | |
| 101.DEF* | | Inline XBRL Taxonomy Extension Definition Linkbase Document | | | | | | | | |
101.LAB* | | Inline XBRL Taxonomy Extension Label Linkbase Document | | | | | | | | |
101.PRE* | | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | | | | | | | |
| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
* Filed herewith.
** Furnished herewith. Exhibit 32.1 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such exhibit be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise specifically stated in such filing.
+ Indicates a management contract or compensatory plan.
# The Company has omitted portions of the referenced exhibit pursuant to Item 601(b) of Regulation S-K because it (a) is not material and (b) the type of information that the Registrant both customarily and actually treats as private or confidential.
(b) We have filed, or incorporated into this Annual Report on Form 10‑K by reference, the exhibits listed on the Exhibit Index immediately above.
(c) See Item 15(a)2 above.
Item 16. Form 10-K Summary.
Not provided.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | |
| SI-BONE, Inc. |
| |
Date: February 25, 2025 | By: | /s/ Laura A. Francis |
| | Laura A. Francis |
| | Chief Executive Officer |
| | (Duly Authorized Officer and Principal Executive Officer) |
| | |
| SI-BONE, Inc. |
| |
Date: February 25, 2025 | By: | /s/ Anshul Maheshwari |
| | Anshul Maheshwari |
| | Chief Financial Officer |
| | (Principal Financial and Accounting Officer) |
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Laura A. Francis, and Michael A. Pisetsky, and each of them, as his or her true and lawful attorneys-in-fact and agents, each with the full power of substitution, for him or her and in his or her name, place or stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10‑K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.
| | | | | | | | | | | | | | |
| | | | |
| Signature | | Title | | Date |
| | | | |
| /s/ Laura A. Francis | | Chief Executive Officer and Director (Duly Authorized Officer and Principal Executive Officer) | | February 25, 2025 |
| Laura A. Francis | | | |
| | | |
| /s/ Anshul Maheshwari | | Chief Financial Officer (Principal Financial and Accounting Officer) | | February 25, 2025 |
| Anshul Maheshwari | | | |
| | | |
| /s/ Timothy E. Davis, Jr. | | Director | | February 25, 2025 |
| Timothy E. Davis, Jr. | | | |
| | | |
| /s/ Jeffrey W. Dunn | | Chairman of the Board of Directors | | February 25, 2025 |
| Jeffrey W. Dunn | | | |
| | | | |
| /s/ John G. Freund, M.D. | | Director | | February 25, 2025 |
| John G. Freund, M.D. | | | |
| | | | |
| /s/ Jeryl L. Hilleman | | Director | | February 25, 2025 |
| Jeryl L. Hilleman | | | |
| | | |
| /s/ Gregory K. Hinckley | | Director | | February 25, 2025 |
| Gregory K. Hinckley | | | |
| | | | |
| /s/ Mika Nishimura | | Director | | February 25, 2025 |
| Mika Nishimura | | | |
| | | | |
/s/ Thomas A. West | | Director | | February 25, 2025 |
Thomas A. West | | | |
| | | |
/s/ Daniel Wolf | | Director | | February 25, 2025 |
Daniel Wolf | | | |
| | | | |
| | | | |
| | | | |
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