---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-25-258525"
form_type: "8-K"
ticker: "CARL"
cik: "0001794546"
company_name: "CARLSMED, INC."
filed_at: "2025-10-30T23:59:59+00:00"
generated_at: "2026-05-17T01:24:01.109351+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Carlsmed secures up to $50M credit facility from Customers Bank; $17.5M contingent on revenue milestones

## Summary
- Term loan of up to $50M ($32.5M immediate, plus $7.5M and $10M upon achieving $60M and $90M trailing revenue milestones) with interest at Prime+0.25% (floor 5.25%).
- $10M non-formula revolving line fully available immediately; aggregate borrowing limit $50M.
- Term loan matures Oct 2030 with interest-only through Oct 2027 (extendable to Oct 2028 if milestones met).
- Company must maintain at least $20M cash at Bank at all times; additional minimum revenue covenants if cash < outstanding debt.
- Warrants modified: Series B reduced from 58,420 to 52,776 shares; Series C from 20,375 to 10,188 shares; 15,831 contingent shares cancelled.

## SEC filing metadata
- accession: 0001193125-25-258525
- form_type: 8-K
- ticker: CARL
- cik: 0001794546
- company_name: CARLSMED, INC.
- filed_at: 2025-10-30T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1794546/000119312525258525/0001193125-25-258525-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1794546/000119312525258525/carl-20251029.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-258525
- JSON: https://secwatch.observer/filing/0001193125-25-258525.json
- Plain text: https://secwatch.observer/filing/0001193125-25-258525.txt

## Key facts
- Debt Financings
  CARLSMED, INC. amended credit facility of up to $50.0 million at the greater of (a) the WSJ Prime Rate + 0.25% or (b) 5.25% maturing October 15, 2030.
  - Instrument: credit facility
  - Principal: up to $50.0 million
  - Rate: the greater of (a) the WSJ Prime Rate + 0.25% or (b) 5.25%
  - Maturity: October 15, 2030
  - Event: amendment
  source text: Customers Bank (the “Customers Loan Agreement”). The Fifth Amendment provides the Company with a credit facility consisting of (i) a term loan in the principal amount of up to $50.0 million (the “Term Loan”), $17.5 million of which is contingent upon the achievement of requisite revenue milestones, and (ii) a $10.0 million non-formula revolving line of credit (the
  evidence_url: https://www.sec.gov/Archives/edgar/data/1794546/000119312525258525/0001193125-25-258525-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.