secwatch / observer

ELUTIA INC. — fact timeline

Source-grounded facts extracted from ELUTIA INC.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

ELUT ELUTIA INC. JSON
Shareholder Votes

ELUTIA INC. shareholders approved Approval, on an advisory, non-binding basis, of the frequency of future advisory say-on-pay votes at the 2026-06-11 meeting.

“Proposal 5 – Approval, on an advisory, non-binding basis, of the frequency of future advisory say-on-pay votes: ​ ​ Every 1 Year Every 2 Years Every 3 Years Abstain Broker Non-Votes 20,932,402 1,849,469 4,161,721 149,728 6,948,225 ​ Accordingly, the Company’s stockholders recommended a frequency of “Every 1 Year” for Proposal 5 set forth above.”
Shareholder Votes

ELUTIA INC. shareholders approved Approval, on an advisory, non-binding basis of the compensation of the Company’s named executive officers at the 2026-06-11 meeting.

“Proposal 4 – Approval, on an advisory, non-binding basis of the compensation of the Company’s named executive officers: ​ ​ ​ ​ ​ ​ ​ ​ Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 25,617,864 336,249 1,139,206 6,948,226 ​ Accordingly, the Company’s stockholders approved Proposal 4 set forth above.”
Shareholder Votes

ELUTIA INC. shareholders approved Approval of the First Amendment to the Elutia Inc. Amended and Restated 2020 Incentive Award Plan at the 2026-06-11 meeting.

“Proposal 3 – Approval of the First Amendment to the Elutia Inc. Amended and Restated 2020 Incentive Award Plan: ​ ​ ​ ​ ​ ​ ​ ​ Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 22,421,769 3,540,699 1,130,851 6,948,226 ​ Accordingly, the Company’s stockholders approved Proposal 3 set forth above.”
Shareholder Votes

ELUTIA INC. shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 at the 2026-06-11 meeting.

“Proposal 2 – Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026: ​ ​ ​ ​ ​ ​ ​ Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 33,866,728 174,255 562 - ​ Accordingly, the Company’s stockholders approved Proposal 2 set forth above.”
Shareholder Votes

ELUTIA INC. shareholders approved Election of two Class III directors to hold office until the Company’s annual meeting of stockholders to be held in 2029 and until their respective successors have been duly elected and qualified at the 2026-06-11 meeting.

“Proposal 1 – Election of two Class III directors to hold office until the Company’s annual meeting of stockholders to be held in 2029 and until their respective successors have been duly elected and qualified: ​ ​ ​ ​ ​ Votes FOR Votes WITHHELD Broker Non-Votes David Colpman 25,384,500 1,708,821 6,948,224 Kevin Rakin 26,902,953 190,368 6,948,224 ​ Accordingly, the nominees for Class III directors were elected.”
Earnings Releases

ELUTIA INC. reported the first quarter ended March 31, 2026 results: revenue $3.1 million, net income $7.5 million.

“results discussed below reflect continuing operations. For the three-month period ended March 31, 2026, as compared to the same period of 2025: ● Overall net sales were $3.1 million, compared to $3.0 million, an increase of 6%. ● Net sales of SimpliDerm were $2.1 million, compared to $2.6 million. ● Net sales of Cardiovascular products were $1.0 million,”
Earnings Releases

ELUTIA INC. reported the year ended December 31, 2025 results: revenue $12.3 million, net income $53.4 million.

“continuing operations and exclude the divested BioEnvelope business. For the year ended December 31, 2025, as compared to the same period of 2024: ​ • Overall net sales were $12.3 million, compared to $14.5 million, reflecting the changes in the SimpliDerm and cardiovascular distribution models. • Net sales of SimpliDerm were $9.1 million, compared to $11.6”
Earnings Releases

ELUTIA INC. reported the fourth quarter ended December 31, 2025 results: revenue $3.3 million, net income $70.8 million.

“and exclude the divested BioEnvelope business. For the three-month period ended December 31, 2025, as compared to the same period of 2024: ​ ​ ​ • Overall net sales were $3.3 million, compared to $2.8 million in Q4 2024, an increase of 16%. • Net sales of SimpliDerm were $2.1 million, compared to $2.3 million in Q4 2024. • Net sales of Cardiovascular products”
Listing & Compliance Notices

ELUTIA INC. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a), 5810(c)(3)(A)).

“November 7, 2025 that it no longer satisfied Nasdaq Listing Rule 5550(a), which requires the Company to maintain a minimum bid price of $1.00 per share (the “ Bid Price Rule ”) for continued listing on The Nasdaq Capital Market. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from the date of the notification, or until May 6, 2026, to regain compliance with the Bid Price Rule, which requires that the closing bid price of the Common Stock be at least $1.00 for a minimum of 10 consecutive business days (unless the Staff exercises its discretion”
Listing & Compliance Notices

ELUTIA INC. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)).

“November 7, 2025 that it no longer satisfied Nasdaq Listing Rule 5550(a), which requires the Company to maintain a minimum bid price of $1.00 per share (the “ Bid Price Rule ”) for continued listing on The Nasdaq Capital Market. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from the date of the notification, or until May 6, 2026, to regain compliance with the Bid Price Rule, which requires that the closing bid price of the Common Stock be at least $1.00 for a minimum of 10 consecutive business days (unless the Staff exercises its discretion”
Listing & Compliance Notices

ELUTIA INC. received a nasdaq deficiency notice notice regarding late filing (rules 5550(a)(2), 5810(c)(3)(A), 5810(c)(3)(H)).

“November 7, 2025, Elutia Inc., a Delaware corporation (the “Company” or “Elutia”), received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 30 consecutive business days, the closing bid price for the Company’s Class A common stock, par value $0.001 per share (the “Common Stock”), was below $1.00 per share, which is the minimum closing bid price (the “Minimum Bid Price”) required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Notice”). This Notice has no im”
M&A Transactions

ELUTIA INC. completed a disposition involving Boston Scientific Corporation and Cardiac Pacemakers, Inc. (closed 2025-10-01).

“On October 1, 2025, the parties completed the sale of the CIED Business.”
Debt Financings

ELUTIA INC. amended term loan of $25.0 million with SWK Funding LLC at accrued and unpaid interest due and owing to Lenders on the payment date in Augu.

“to time party thereto (as amended and supplemented from time to time, the “SWK Facility”). The SWK Facility provides for a senior secured term loan in an aggregate amount of $25.0 million (the “Term Loan”). The Amendment, among other things, provided that the following amounts will be capitalized into the unpaid principal balance of the Term Loan: (i) all accrued”
Earnings Releases

ELUTIA INC. reported first quarter ended March 31, 2024 results: revenue $6.7 million, net income $18.0 million.

“second half of this year. First Quarter 2024 Financial Results For the three-month period ended March 31, 2024, as compared to the same period of 2023: · Overall net sales were $6.7 million, an increase of 5%. · Net sales of SimpliDerm were $3.6 million, compared to $2.3 million, an increase of 55%, as customer awareness and acceptance accelerated within the $1.6”
Material Agreements

ELUTIA INC. amended Second Amendment with SWK Funding LLC (effective 2024-03-27).

“On March 27, 2024, Elutia Inc., a Delaware corporation (the “Company”), entered into a Second Amendment (the “Amendment”) to that certain Credit Agreement, dated as of August 10, 2022, by and among the Company, as Borrower, SWK Funding LLC, as Agent, and the lenders from time to time party thereto (as amended and supplemented from time to time, the “SWK Facility”).”
Earnings Releases

ELUTIA INC. reported financial results for the fourth quarter and full year ended December 31, 2023.

“issued a press release announcing its results for the fourth quarter and full year ended December 31, 2023.”
Material Agreements

ELUTIA INC. amended Amendment No. 1 to Royalty Agreement with Ligand Pharmaceuticals Incorporated (effective 2024-01-10).

“On January 10, 2024, Elutia Inc. (the “Company”), through its subsidiary Elutia Med LLC, a Delaware limited liability company (formerly known as Aziyo Med, LLC) (“Elutia Med”), entered into that certain Amendment No. 1 to Royalty Agreement (the “Amendment”), with Ligand Pharmaceuticals Incorporated, a Delaware corporation (“Ligand”).”
Listing & Compliance Notices

ELUTIA INC. received a nasdaq deficiency notice notice regarding board independence (rules 5605(b)(1)).

“f the Exchange Act. ̈ Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On December 5, 2023, Elutia Inc. (the “Company” or “Elutia”) notified The Nasdaq Stock Market LLC (“Nasdaq”) that the Company was not in compliance with Listing Rule 5605(b)(1) (the “Board Independence Rule”), which requires that a majority of the members of the Board of Directors be independent within the meaning of Listing Rule 5605(a)(2). On December 5, 2022, due to a securities offering, the Company lost its status as a “controlled company” exempt from the r”
M&A Transactions

ELUTIA INC. completed a disposition involving Berkeley Biologics, LLC for initial cash payment of approximately $14.6 million, after customary adjustments (closed 2023-11-08).

“dermis products for use in the field of breast reconstruction) (the “Closing”). Shortly after the Closing Date, Elutia received an initial cash payment of approximately $14.6 million, after customary adjustments. In addition, for each of the five years following the Closing, the Company is eligible under the Purchase Agreement to receive an earn-out payment”
Material Agreements

ELUTIA INC. entered into Manufacturing Agreement.

“information required by this Item 1.01 with respect to the Amendment Letter and the Manufacturing Agreement (each as defined below) is set forth in”
Material Agreements

ELUTIA INC. entered into Amendment Letter.

“information required by this Item 1.01 with respect to the Amendment Letter and the Manufacturing Agreement (each as defined below) is set forth in”
Earnings Releases

ELUTIA INC. reported third quarter ended September 30, 2023 results: revenue $6.1 million, net income $8.5 million, EPS $0.50 per share.

“and minocycline, we believe CanGarooRM is well-positioned to compete effectively in this space. Third Quarter 2023 Financial Results Net sales for the third quarter of 2023 were $6.1 million, compared to $5.8 million in the third quarter of 2022. Net sales of both SimpliDerm and CanGaroo performed well, growing 44% and 11%, respectively, versus the third quarter of”
Listing & Compliance Notices

ELUTIA INC. received a nasdaq delisting notice notice regarding market value (rules 5550(b)(2)).

“November 1, 2023, the Company received a delisting determination letter (the “Letter”) from the Staff advising the Company that the Staff had determined that the Company did not regain compliance with the Market Value Standard by the Compliance Date because the Company’s MVLS did not close at or above $35 million for a minimum of 10 consecutive business days prior to the Compliance Date. As a result, unless the Company requests an appeal of the Staff’s determination, trading of the Company’s common stock on the Nasdaq Capital Market will be suspended at the opening of business on November 10”
Material Agreements

ELUTIA INC. entered into Registration Rights Agreement with purchasers named therein valued at Company agreed to prepare and file a registration statement within 60 days after closing (effective 2023-09-21).

“On September 21, 2023, in connection with the closing of the Offering, the Company entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with the Investors.”
Material Agreements

ELUTIA INC. entered into Securities Purchase Agreement with purchasers named therein valued at aggregate gross proceeds of approximately $10.5 million (effective 2023-09-18).

“On September 18, 2023, Elutia Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with the purchasers named therein (the “Investors”).”
Material Agreements

ELUTIA INC. entered into Asset Purchase Agreement with Berkeley Biologics, LLC valued at up to $35 million in cash, with $15 million due at Closing and up to $20 million after the Closing p (effective 2023-09-17).

“On September 17, 2023, Elutia Inc. (the “Company” or “Elutia”) executed an Asset Purchase Agreement (the “Purchase Agreement”) with Berkeley Biologics, LLC (“Berkeley”), a Delaware limited liability company and wholly-owned subsidiary of GNI Group, Ltd.”
Governance Changes

ELUTIA INC.: Company amended and restated its bylaws to reflect the name change to Elutia Inc (effective 2023-09-06).

“The Company also amended and restated its bylaws to reflect the Name Change.”
Governance Changes

ELUTIA INC.: Company changed its corporate name from Aziyo Biologics, Inc. to Elutia Inc. by an amendment to its restated certificate of incorporation (effective 2023-09-06).

“On September 6, 2023, Aziyo Biologics, Inc. (the “Company”) changed its corporate name to Elutia Inc., by an amendment to its restated certificate of incorporation filed with the Delaware Secretary of State (the “Name Change”).”
Earnings Releases

ELUTIA INC. reported the second quarter ended June 30, 2023 results: revenue $10.3 million, net income $10.6 million, EPS $0.65 per share.

“Net sales for the second quarter of 2023 were $10.3 million, compared to $12.6 million in the second quarter of 2022.”
Shareholder Votes

ELUTIA INC. shareholders approved Approval of the Aziyo Biologics, Inc. Amended and Restated 2020 Incentive Award Plan. at the 2023-06-08 meeting.

“Item 3 – Approval of the Aziyo Biologics, Inc. Amended and Restated 2020 Incentive Award Plan. Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 8,304,112 530,087 3,550 1,283,168”
Shareholder Votes

ELUTIA INC. shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. at the 2023-06-08 meeting.

“Item 2 – Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 10,119,179 449 1,289 –”
Shareholder Votes

ELUTIA INC. shareholders approved Election of two Class III directors to serve until the Company’s annual meeting of stockholders to be held in 2026 and until their respective successors have been duly elected and qualified. at the 2023-06-08 meeting.

“Item 1 – Election of two Class III directors to serve until the Company’s annual meeting of stockholders to be held in 2026 and until their respective successors have been duly elected and qualified. Votes FOR Votes WITHHELD Broker Non-Votes David Colpman 8,611,885 225,864 1,283,168 Kevin Rakin 8,325,108 512,641 1,283,168”
Earnings Releases

ELUTIA INC. reported first quarter ended March 31, 2023 results: revenue $13.1 million, net income $8.0 million, EPS $0.49 per share.

“Net sales for the first quarter of 2023 were $13.1 million, an increase of 14% compared to the first quarter of 2022.”
Listing & Compliance Notices

ELUTIA INC. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2), 5550(b)(1), 5550(b)(3)).

“May 4, 2023, the Company received written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for 30 consecutive business days, the Company’s Market Value of Listed Securities (“MVLS”) was below the minimum of $35 million required for continued listing on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “Market Value Standard”). The Staff also noted that the Company does not meet the requirements under Nasdaq Listing Rules 5550(b)(1) (Equity Standard) and 5550(b)(3) (Net In”
Material Agreements

ELUTIA INC. entered into Distribution Agreement with LeMaitre Vascular, Inc. (effective 2023-04-20).

“On April 20, 2023, Aziyo Biologics, Inc. (the “Company” or “Aziyo”) entered into a Distribution Agreement (the “Agreement”) with LeMaitre Vascular, Inc., a Delaware corporation (“LeMaitre”).”
Earnings Releases

ELUTIA INC. reported the full year ended December 31, 2022 results: revenue $49.2 million, net income Net loss was $32.9 million, EPS Loss per share in the full year 2022 was $2.38 per share.

“Net sales for the full year 2022 were $49.2 million, an increase of 4% compared to the full year 2021 net sales of $47.4 million.”
Earnings Releases

ELUTIA INC. reported the fourth quarter ended December 31, 2022 results: revenue $12.7 million, net income Net loss was $5.4 million, EPS Net loss per share in the fourth quarter of 2022 was $0.38 per share.

“Net sales for the fourth quarter of 2022 were $12.7 million, an increase of 17% compared to the fourth quarter of 2021.”
Earnings Releases

ELUTIA INC. reported full year ended December 31, 2022 results: revenue approximately $49.0-$49.2 million.

“Anticipate full year 2022 record net sales of approximately $49.0-$49.2 million, an increase of 3%-4% compared to the prior year and , after excluding 2021 sales of a discontinued product of $4.9 million, an increase of approximately 15%-16%”
Earnings Releases

ELUTIA INC. reported fourth quarter ended December 31, 2022 results: revenue approximately $12.5-$12.7 million.

“Anticipate fourth quarter 2022 net sales of approximately $12.5-$12.7 million, an increase of 15%-17% compared to the same prior year period”
Debt Financings

ELUTIA INC. incurred term loan of $4.0 million with SWK Funding LLC.

“On December 13, 2022, Aziyo Biologics, Inc. (the “Company”) elected to draw the additional term loan of $4.0 million (the “Subsequent Term Loan”) under its previously disclosed Credit Agreement, dated as of August 10, 2022 (as amended, restated, supplemented, or otherwise modified prior to the date hereof, the “Credit Agreement”), by and among the Company, as the Borrower, and its subsidiaries, as the other loan parties, the financial institutions party thereto from time to time as lenders, and SWK Funding LLC, as administrative agent and collateral agent for all lenders.”
Debt Financings

ELUTIA INC. incurred term loan of $4 million with SWK Funding LLC, as agent.

“Pursuant to the Amendment Letter, the lenders under the Credit Agreement agreed to fund the additional term loan of $4 million (the “Subsequent Term Loan”),”
Material Agreements

ELUTIA INC. amended Amendment Letter to Credit Agreement dated as of August 10, 2022 with SWK Funding LLC valued at additional term loan of $4 million funded subject to conditions including equity raise condition (effective 2022-11-30).

“On November 30, 2022, the Company entered into an amendment letter (the “Amendment Letter”) to the Credit Agreement, dated as of August 10, 2022, by and among the Company, as the Borrower, and its subsidiaries, the financial institutions party thereto from time to time as lenders, and SWK Funding LLC, as agent (as amended by the letter agreement dated as of October 9, 2022, the letter agreement dated as of November 10, 2022, and the letter agreement dated as of November 21, 2022, the “Credit Agreement”). Pursuant to the Amendment Letter, the lenders under the Credit Agreement agreed to fund the additional term loan of $4 million (the “Subsequent Term Loan”), notwithstanding the fact that the specified operational and financial metrics required to be achieved by the Company for its availability have not been satisfied, so long as (i) the request to fund is made on or prior to December 16, 2022 (such funding date, the “Subsequent Funding Date”), (ii) no material adverse effect, default o”
Material Agreements

ELUTIA INC. entered into Underwriting Agreement with Cantor Fitzgerald & Co. valued at public offering of 2,350,000 shares of Class A common stock at $4.75 per share, net proceeds approxi (effective 2022-12-01).

“On December 1, 2022, Aziyo Biologics, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Cantor Fitzgerald & Co., as underwriter (the “Underwriter”), in connection with the public offering, issuance and sale by the Company of 2,350,000 shares of the Company’s Class A common stock, $0.001 par value per share, at a public offering price of $4.75 per share, less underwriting discounts and commissions, pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-267197) and a related prospectus supplement filed with the Securities and Exchange Commission (the “Offering”).”
Material Agreements

ELUTIA INC. amended Amendment Letter with SWK Funding LLC, as agent (effective 2022-11-21).

“On November 21, 2022, Aziyo Biologics, Inc. (the “Company”) entered into an amendment letter (the “Amendment Letter”) to the Credit Agreement, dated as of August 10, 2022 (as amended by the letter agreement dated as of October 9, 2022 and the letter agreement dated as of November 10, 2022, the “Credit Agreement”), by and among the Company, as the Borrower, and its subsidiaries, the financial institutions party thereto from time to time as lenders, and SWK Funding LLC, as agent.”
Earnings Releases

ELUTIA INC. reported the full year 2022 results: revenue $48 million to $50 million. Guidance raised.

“Guidance for Full Year 2022 Aziyo updated its expectation that total net sales for the full year 2022 will be in the range of $48 million to $50 million. Excluding approximately $4.9 million of FiberCel sales in 2021, this range represents expected growth of 13% to 18%. This updated guidance compares favorably to the previous guidance range of $47 million to $50 million”
Earnings Releases

ELUTIA INC. reported the quarter ended September 30, 2022 results: revenue $12.4 million, net income $9.9 million, EPS $0.73 per share.

“Net sales for the third quarter of 2022 were $12.4 million, an increase of 8%, compared to the third quarter of 2021. Net sales of core products were $8.9 million in the third quarter of 2022, compared to $8.6 million for the third quarter of 2021, and net sales of non-core products were $3.4 million in the third quarter of 2022, compared to $2.9 million in the third quarter of 2021. Gross profit for the third quarter of 2022 was $5.0 million and gross margin was 41%, as compared to $3.7 million and 32%, respectively, in the corresponding prior-year period. Gross margin, excluding intangible asset amortization (a measure not presented in accordance with U.S. generally accepted accounting principles ("GAAP")) was 48% for the third quarter of 2022, as compared to 40% in the third quarter of 2021. The increase in gross margin was primarily due to recent production efficiencies and improved inventory management. 1 Total operating expenses were $12.8 million for the third quarter of 2022, a”

David Colpman was appointed as Director at ELUTIA INC..

“the Company) increased the size of the Board from a total of five to six directors and appointed David Colpman to the Board, effective immediately.”

C. Randal Mills was appointed as Interim President and Chief Executive Officer at ELUTIA INC..

“On June 20, 2022, C. Randal Mills, Ph.D., a member of the Board of Directors (the “Board”) of Aziyo Biologics, Inc. (the “Company”), was appointed as the Company’s Interim President and Chief Executive Officer”

Ronald Lloyd departed as President and Chief Executive Officer at ELUTIA INC..

“Ronald Lloyd, who will be stepping down as the Company’s President and Chief Executive Officer and as a member of the Board, in each case, effective June 21, 2022”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.