Apyx Medical Corp 10-K

ITEM 9A. Controls and Procedures Disclosure Controls and Procedures Our management has established and maintains disclosure controls and procedures that are designed to ensure that the information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Management carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of December 31, 2025, the Company's disclosure controls and procedures were effective. Management ’ s Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Exchange Act Rule 13a-15(f) and 15d-15(f) under the Exchange Act). The Company's internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, management carried out an evaluation of the effectiveness of the Company's internal control over financial reporting as of December 31, 2025, based on the framework set forth by the Committee of Sponsoring Organizations of the Treadway Commission Internal Control Integrated Framework (2013). Based on that evaluation, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2025. Changes in Internal Control Over Financial Reporting There has not been any change in our internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our year ended December 31, 2025, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. ITEM 9B. Other Information None. ITEM 9C. Disclosure regarding foreign jurisdictions that prevent inspections Not applicable. 57 Table of Contents APYX MEDICAL CORPORATION Part III ITEM 10. Directors, Executive Officers and Corporate Governance BACKGROUND AND EXPERIENCE OF DIRECTORS When considering whether directors and nominees have the experience, qualifications, attributes or skills, taken as a whole, to enable the Board of Directors (“Board”) to satisfy its oversight responsibilities effectively in light of the Company’s business and structure, the Governance and Nominating Committee focused primarily on each person’s background and experience as reflected in the information discussed in each of the directors’ individual biographies set forth immediately below. We believe that our directors provide an appropriate mix of experience and skills relevant to the size and nature of our business. As more specifically described in such person’s individual biographies set forth below, our directors possess relevant and industry-specific experience and knowledge in the medical, engineering and business fields, as the case may be, which we believe enhances the Board’s ability to oversee, evaluate and direct our overall corporate strategy. The Governance and Nominating Committee annually reviews and makes recommendations to the Board regarding the composition and size of the Board so that the Board consists of members with the proper expertise, skills, attributes and personal and professional backgrounds needed by the Board, consistent with applicable regulatory requirements. The Governance and Nominating Committee believes that all directors, including nominees, should possess the highest personal and professional ethics, integrity and values and be committed to representing the long-term interests of our stockholders. The Governance and Nominating Committee will consider criteria including the nominee’s current or recent experience as a senior executive officer, whether the nominee is independent, as that term is defined in existing independence requirements of the Nasdaq Global Select Market, the business, scientific or engineering experience currently desired on the Board, geography, the nominee’s industry experience and the nominee’s general ability to enhance the overall composition of the Board. The Governance and Nominating Committee does not have a formal policy on diversity; however, in recommending directors, the Board and the Committee consider the specific background and experience of the Board members and other personal attributes in an effort to provide a diverse mix of capabilities, contributions and viewpoints which the Board believes enables it to function effectively as the Board of Directors of a company with our size and nature of business. Moreover, our corporate governance guidelines commit the Company to maintaining a Board with a strong and diverse membership as set forth below. Directors serve for one-year terms and are elected at the annual stockholders’ meeting. Set forth below is information regarding the executive officers, directors and key employees of Apyx Medical Corporation as of March 10, 2026. Name Age Position Director Since Charles D. Goodwin 60 Chief Executive Officer and Director December 2017 Matthew Hill 57 Chief Financial Officer, Treasurer and Secretary N/A Moshe Citronowicz 73 Senior Vice President N/A Shawn Roman 54 Chief Operating Officer N/A Stavros Vizirgianakis 55 Chairperson of the Board May 2024 Lawrence J. Waldman 79 Lead Independent Director March 2011 Minnie Baylor-Henry 78 Director August 2019 Wendy Levine 53 Director August 2021 58 Table of Contents APYX MEDICAL CORPORATION Knowledge, Skills and Experience Matrix The matrix below summarizes certain of the key experiences, qualifications, skills, and attributes that our directors bring to the Board to enable effective oversight. This matrix is intended only to provide a summary of our directors’ qualifications and is not a complete listing of each director’s strengths and contributions to the Board. Additional information on each director is set forth in their respective biography. Knowledge, Skills and Experience Matrix Vizirgianakis Goodwin Waldman Baylor-Henry Levine Public Company Board Experience X X X X Financial X X X X Risk Management X X X Accounting X Corporate Governance/Ethics X X X X Legal/Regulatory X X X HR/Compensation X X X Executive Experience X X X X X Operations X X Strategic Planning/Oversight X X X X X Sales and Marketing X X X Technology X X Medical Device Industry X X X Stavros Vizirgianakis, age 55, Chairperson of the Board of Directors since May 2024, is an investor and strategic advisor to companies in the medical device field. He currently serves on the Board of Directors at the following healthcare companies: Tally Surgical, Inc.; Theragenics Corporation; Xtant Medical Holdings, Inc. (NYSE American: XTNT); and Medinotec, Inc. (OTCQX: MDNC). Mr. Vizirgianakis previously served on the Board of Directors at Bioventus Inc. (Nasdaq: BVS) and Tenaxis Medical. Mr. Vizirgianakis is the former Chief Executive Officer of medical device company, Misonix, Inc., which he led from 2016 through the company's acquisition of Bioventus Inc. in 2021. He previously served as Managing Director of the Medical Devices business at Ascendis Health Limited (JSE: ASC) from 2014 to 2016. Mr. Vizirgianakis co-founded Surgical Innovations, one of the largest privately-owned medical device distributors in the African region, which later became part of Ascendis Health Limited. His career in the medical device industry also includes experience serving as Director of Sales for sub-Saharan Africa at United States Surgical Corporation and as General Manager of South Africa at Tyco Healthcare. Mr. Vizirgianakis holds a degree in Commerce from the University of South Africa. The Company believes Mr. Vizirgianakis is qualified to serve as the Chairperson of the Board and as a Director given his extensive experience in the medical device industry. 59 Table of Contents APYX MEDICAL CORPORATION Charles D. Goodwin , age 60, Chief Executive Officer and a Director of Apyx Medical since December 2017, is an accomplished senior executive with over 30 years of experience in the healthcare industry. Before joining Apyx Medical in December 2017, Mr. Goodwin was the Chief Executive Officer of MIS Implants Technologies, Inc., a privately held company specializing in dental implants. Prior to this position, Mr. Goodwin spent more than 11 years with Olympus/Gyrus ACMI in a variety of commercial and leadership roles of increasing responsibility. Mr. Goodwin began as a regional sales director for Gyrus in 2002 and was later promoted to Vice President of Sales, overseeing the Company’s strong commercial ramp and assisting Gyrus’ executive leadership team in the successful acquisition of American Cytoscope Makers, or “ACMI”, for $500 million in 2005. As President of Gyrus ACMI’s surgical division, Mr. Goodwin developed the company’s global distribution network and achieved average annual sales growth of 35% for three consecutive years, resulting in a promotion to President of Worldwide Sales in 2007. As President of Worldwide Sales for Gyrus ACMI, Mr. Goodwin was responsible for a global business with approximately 700 employees and was a key contributor to the successful sale of Gyrus ACMI to Olympus for $2.2 billion in 2008. Mr. Goodwin served as Group Vice President of Olympus Corporation’s global surgical energy group, where he was responsible for commercial strategy, R&D and operations for a business with more than 500 employees worldwide. Mr. Goodwin held this position for five years before joining MIS Implants Technologies, Inc. in 2014. In March, 2022 Mr. Goodwin joined the Board of ZSX Medical, LLC, a clinical stage medical device company improving minimally-invasive surgery. Mr. Goodwin holds a B.A. in Finance and Economics from Eastern Washington University. The Company believes Mr. Goodwin is qualified to serve as a Director given his over 30 years of experience in the medical device industry. Matthew Hill , age 57, Chief Financial Officer, Treasurer and Secretary since December 2023. Prior to joining Apyx Medical, Mr. Hill served as the Chief Financial Officer of PDS Biotechnology Corporation (Nasdaq: PDSB) (“PDS Biotech”), a clinical-stage immunotherapy company, where he led all aspects of the company’s budgeting, forecasting, financial management and reporting. Prior to joining PDS Biotech, he served as Chief Financial Officer of Strata Skin Sciences (Nasdaq: SSKN), a medical technology company developing, commercializing and marketing products for the treatment of dermatologic conditions, from 2018 to 2021. Prior to joining Strata Skin Sciences, Mr. Hill served as Chief Financial Officer at several companies, including Velcera, Inc., which developed pet medication for the companion animal health industry, and EP MedSystems, which developed and marketed cardiac electrophysiology products. He was also a Senior Manager at the international accounting and consulting firm, Grant Thornton LLP. Mr. Hill holds a Bachelor of Science in Accounting from Lehigh University. Moshe Citronowicz , age 73, Senior Vice President since 2012, came to the United States in 1978 and has worked in a variety of manufacturing and high technology industries. In October 1993, Mr. Citronowicz joined the Company as Vice President of Operations and served as Chief Operating Officer until November 2011. Currently, he is serving as the Senior Vice President. Mr. Citronowicz’s employment contract extends to December 31, 2025. Shawn D. Roman , age 54, joined Apyx Medical in October 2014 and has served as Vice President of Research and Development since June 2015. In this role, he has been responsible for new product and technology development as well as the clinical research supporting the safety and efficacy of the Renuvion product portfolio. As Chief Operating Officer since November 2024, he has maintained responsibility for Research and Development including the development and commercial release of the AYON Body Contouring System and has assumed leadership of the Regulatory Affairs, Quality Assurance, and Medical Affairs departments. Prior to joining Apyx Medical, Mr. Roman served as Engineering Manager and then General Manager of the Co-Innovation Florida location of Coorstek Medical, a privately held company specializing in providing product development and manufacturing services to orthopedic medical device companies. Prior to joining Coorstek, Mr. Roman spent more than 14 years with the craniomaxillofacial division of what is now Zimmer Biomet in a variety of product development roles of increasing responsibility including Vice President of Research and Development. Mr. Roman holds a Bachelor of Science in Mechanical Engineering from the University of Florida and a Bachelor of Physics from Jacksonville University. Lawrence J. Waldman, CPA , age 79, Director since March 2011, Lead Independent Director, and Audit Committee Chair. Mr. Waldman has over 50 years of experience in public accounting. Mr. Waldman currently serves as a senior advisor to First Long Island Investors, LLC, an investment and wealth management firm since May 2016. Prior to that Mr. Waldman served as an advisor to the accounting firm of EisnerAmper LLP, where he was previously the Partner-in-Charge of Commercial Audit Practice Development for Long Island since September 2011. Prior to joining EisnerAmper LLP, Mr. Waldman was the Partner-in-Charge of Commercial Audit Practice Development for Holtz Rubenstein Reminick, LLP from July 2006 to August 2011. Mr. Waldman was the Managing Partner of the Long Island office of KPMG LLP from 1994 through 2006, the accounting firm where he began his career in 1972. Mr. Waldman was elected to the Board of Directors of Comtech Telecommunications Corp. in August of 2015 and since December 2015, serves as Chair of its Audit Committee, and from December 2021 to March 2024, served as its Lead Independent Director. In October 2016, Mr. Waldman was appointed and subsequently in December 2016 elected to the Board of Directors of CVD Equipment Corporation, and serves as the Chair of the Audit Committee and as Lead Independent Director. In January 2021, Mr. Waldman was appointed to serve as non-Executive Chairman of the Board of CVD Equipment Corporation. Mr. Waldman also served through October 2018 as a member of the Board of Directors of Northstar/ RXR Metro Income Fund, a non-traded Real Estate Investment Trust, where he also had served as a member of its Audit Committee starting in 2014. Mr. Waldman also served as a member of the State University of New York’s Board of Trustees and as Chair of its Audit Committee. He previously served as the Chairman of the Board of Trustees of the Long Island Power Authority and as Chair and a member of the Finance and Audit Committee of its Board of Trustees. Mr. Waldman meets the definition of a financial expert as defined by the SEC and the Nasdaq Global Select Market. The Company believes Mr. Waldman is qualified to serve as Director, Audit Committee Chair and Lead Independent Director because of his over 40 years of experience in public accounting and his positions on various boards. 60 Table of Contents APYX MEDICAL CORPORATION Minnie Baylor-Henry , age 78, Director and Regulatory Compliance Committee Chair since August 2019. Ms. Baylor-Henry has over 25 years of regulatory affairs experience. She is the President of B-Henry & Associates, LLC, a consulting firm that she founded to provide regulatory strategic support to life sciences companies. Prior to starting her consulting company, she held various executive level positions over a 15-year period at Johnson & Johnson (J&J). Before retiring from J&J in 2015, she was the Worldwide Vice President of Regulatory Affairs-Medical Devices. During her time at J&J, she also had served as the Vice President-Medical & Regulatory Affairs in the Over-the Counter Group, as well as Senior Director, Regulatory Affairs- Pharmaceuticals. Ms. Baylor-Henry also worked for Deloitte & Touche (2008-2010) as the National Director Regulatory Affairs- Life Sciences. Prior to joining the private sector, she worked for the US Food & Drug Administration (1991-1999) in many roles, including serving as the Director of the Division of Drug, Marketing, Advertising & Communications and the FDA’s National Health Fraud Coordinator. In 2018, Ms. Baylor-Henry joined the Board of Directors of scPharmaceuticals, a publicly-held company focused on developing technologies that enable subcutaneous administration of therapies and in 2021 she stepped down from the Board of Directors of PolarityTE, a publicly- held regenerative medicine company. She joined the Board of Directors of Paratek Pharmaceuticals, a publicly-held company focused on solutions for patients with infectious diseases, which was acquired by private equity in 2023. In March, 2022, she joined the Board of Directors of Lantheus Holdings, LLC, an innovative diagnostics and targeted therapeutics company. Ms. Baylor-Henry received her pharmacy degree from Howard University’s College of Pharmacy and a law degree from Catholic University’s Columbus School of Law. The Company believes Ms. Baylor-Henry is qualified to serve as Director and Regulatory and Compliance Committee Chair because of her extensive experience in global and regulatory management and compliance. Wendy Levine , age 53, Director, has over 25 years of healthcare marketing and advertising experience across the pharmaceutical, biotech, medical device and vaccine sectors. Prior to her retirement in 2024, Ms. Levine was Group President and head of the advertising business at 21GRAMS, part of Real Chemistry, a global health innovation company that she founded with her partners in 2018. From 2003 to 2007, Ms. Levine worked at Johnson & Johnson, where she served as Group Product Director in the Specialty Pharmaceuticals Business Unit and then as Director, Stakeholder Marketing in the Medical Device Business Unit. From 2007 to 2009, Ms. Levine held the position of Senior Director of Marketing for the influenza portfolio at Novartis Vaccines. From 2009 to 2014, a love for advertising brought her to the agency world, where she rose through the ranks within account management at The Bloc. From 2014 to 2015, Ms. Levine held the role of EVP, Managing Director at McCann Health. From 2015 to 2017, she worked as Director of Client Services at GSW. Ms. Levine received her bachelor’s degree in interdisciplinary studies (economics and Western European culture) from the University of Pittsburgh and a master’s degree in education from Beaver College (Arcadia University). The Company believes Ms. Levine is qualified to serve as Director because of her extensive experience in marketing and advertising. Involvement in Certain Legal Proceedings None Independent Board Members The Board currently has four independent members, Stavros Vizirgianakis, Lawrence J. Waldman, Minnie Baylor-Henry and Wendy Levine, each of whom meets the existing independence requirements of the Nasdaq Global Select Market and the Securities and Exchange Commission. Board Leadership On May 7, 2024, the Board appointed Stavros Vizirgianakis to serve as a director and non-executive Chairperson of the Board. The Board has no formal policy with respect to separation of the positions of Chairperson and CEO or with respect to whether the Chairperson should be a member of management or an independent director, and believes that these are matters that should be discussed and determined by the Board from time to time. We believe Mr. Vizirgianakis is best suited for leading discussions, at the Board level, regarding performance relative to our corporate strategy and these discussions account for a significant portion of the time devoted at our Board meetings. The Chief Executive Officer of the Company, Charles D. Goodwin, is tasked with the responsibility of implementing our corporate strategy. The independent directors appointed Lawrence J. Waldman as the Lead Independent Director. The Lead Independent Director is appointed by the Board and is responsible for coordinating the activities of the independent directors and coordinating with the Chief Executive Officer of the Company to set agendas for Board meetings and chair executive sessions of the independent directors. The Lead Independent Director is also responsible for meeting, from time to time, with the Company’s Compensation Committee to discuss the Chief Executive Officer’s performance. 61 Table of Contents APYX MEDICAL CORPORATION The Company’s Corporate Governance Policies also contain several features which the Company believes will ensure that the Board maintains effective and independent oversight of management, including the following: • Executive sessions without management and non-independent directors present are a standing Board agenda item. Executive sessions of the independent directors are held at any time requested by an independent director and, in any event, are held in connection with all regularly scheduled Board meetings. • The Board regularly meets in executive session with the CEO without other members of management present. • All Board committee members are independent directors. The committee chairs have authority to hold executive sessions without management and non-independent directors present. Board Evaluations The Board has adopted a policy to evaluate its performance and effectiveness as well as that of the four standing committees on an annual basis. The purpose of the evaluation is to track progress in certain areas targeted for improvement from year to year and to identify ways to enhance the Board’s effectiveness. As part of the evaluation, each Director may complete a written questionnaire developed by the Governance and Nominating Committee to provide feedback on the effectiveness of the Board, the Committees, as well as each individual Director’s own contributions. The collective ratings and comments of the Directors are compiled and then presented to the Governance and Nominating Committee and to the full Board for discussion and action as necessary. Risk Management The Board believes that risk management is an important component of the Company’s corporate strategy. While specific risks are assessed at the committee levels, the Board, as a whole, oversees the risk management process, and discusses and reviews with management major policies with respect to risk assessment and risk management. The Board is regularly informed through its interactions with management and committee reports about risks faced in the course of business. The Audit Committee also takes an active role in risk assessment and risk management. Audit Committee The Audit Committee assists the Board in its general oversight of our financial reporting, internal controls, and audit functions, and is directly responsible for the appointment, compensation and oversight of the work of our independent registered public accounting firm. The Audit Committee reviews and discusses with management and our independent accountants the annual audited and quarterly financial statements (including the disclosures under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and matters required to be discussed by the applicable requirements of the PCAOB), reviews the integrity of the financial reporting processes, both internal and external, reviews the qualifications, performance and independence of our independent accountants, and prepares the Audit Committee Report included in its Annual Report in accordance with rules and regulations of the Securities and Exchange Commission. The Audit Committee has the power to investigate any matter brought to its attention within the scope of its duties. It also has the authority to retain counsel and advisors to fulfill its responsibilities and duties. The Audit Committee also acts as a qualified legal compliance committee. The meetings of the Committee are designed to facilitate and encourage communication among the Committee, the Company and the Company’s independent auditor. The Committee discussed with the Company’s Independent Auditor the overall scope and plans for their respective audits. The Committee meets with the independent auditor, with and without management present, to discuss the results of their examinations; their evaluations of the Company’s internal controls; and the overall quality of the Company’s financial reporting. At December 31, 2025, the Audit Committee consisted of four independent members of the Board of Directors, Lawrence J. Waldman, Stavros Vizirgianakis, Minnie Baylor-Henry, and Wendy Levine. As a smaller reporting company, we are required to have at least two independent members comprising our Audit Committee in accordance with Rule 10A-3 of the Securities Exchange Act of 1934 and the rules of the Nasdaq Global Select Market. During 2024, Mr. Waldman served as the Audit Committee Chairperson and financial expert. The Audit Committee meets as often as it determines necessary but not less frequently than once every fiscal quarter. Governance and Nominating Committee The Governance and Nominating Committee is responsible for matters relating to the corporate governance of our company and the nomination of members of the board and committees thereof. At December 31, 2025, our Governance and Nominating Committee consisted of four independent members of the Board of Directors, Stavros Vizirgianakis who serves as Chairperson, Lawrence J. Waldman, Wendy Levine and Minnie Baylor-Henry. The Governance and Nominating Committee meets as often as it determines necessary, but not less than once a year. 62 Table of Contents APYX MEDICAL CORPORATION Compensation Committee The Compensation Committee is responsible for overseeing our compensation and employee benefit plans (including those involving the issuance of our equity securities) and practices, including formulating, evaluating and approving the compensation of our executive officers and reviewing and recommending to the full Board of Directors the compensation of our Chief Executive Officer. At December 31, 2025, our Compensation Committee consisted of four independent members of the Board of Directors, Wendy Levine who served as Chairperson, Stavros Vizirgianakis, Lawrence J. Waldman and Wendy Levine. The Compensation Committee meets as often as it determines necessary, but not less than once a year. Regulatory Compliance Committee The Regulatory Compliance Committee is responsible for matters relating to the Company’s overall non-financial regulatory and compliance strategies and systems. Specifically, the Committee provides oversight of management’s efforts to comply with the requirements for a medical device company operating in a highly regulated environment with respect to healthcare compliance, product quality and safety, and other areas as directed by the Board. At December 31, 2025, our Regulatory Compliance Committee consisted of four independent members of the Board of Directors, Minnie Baylor-Henry who serves as Chairperson, Stavros Vizirgianakis, Lawrence J. Waldman and Wendy Levine. The Regulatory Compliance Committee meets as often as it determines necessary, but not less than once a year. The table below indicates the current membership of each committee and how many times the Board and each committee met and/or acted by written consent in 2025: Governance and Regulatory Board Audit Nominating Compensation Compliance Stavros Vizirgianakis Chair Member Chair Member Member Charles D. Goodwin Member Lawrence J. Waldman Member Chair** Member Member Member Minnie Baylor-Henry Member Member Member Member Chair Wendy Levine Member Member Member Chair Member Number of Meetings* 7 4 1 4 4 * Includes formal meetings and acts of written consent. ** Mr. Waldman has also been designated the Audit Committee’s financial expert as well as the Board’s Lead Independent Director. Code of Ethics A copy of our Code of Ethics (the “Code”), which expressly includes the fiduciary responsibilities of the CEO and CFO, is available on our website at https://apyxmedical.com/physician-investor-relations/#corpgovernance and is reviewed on an annual basis. We also have made available a whistleblower hotline that provides a mechanism for reporting breaches of the Code in an anonymous manner. Review and acknowledgement of the Code is required of all new employees as part of the on-boarding process, and of all existing employees on an annual basis. Insider Trading Policy The Company has adopted an insider trading policy that governs the purchase, sale and/or other dispositions of our securities by our directors, officers and employees, as well as their immediate family members and others who may have access to material nonpublic information concerning the Company, and that is designed to promote compliance with insider trading laws, rules and regulations. A copy of our Insider Trading Policy is contained within the Code and is filed as an exhibit to this Annual Report on Form 10 -K. 63 Table of Contents APYX MEDICAL CORPORATION ITEM 11. Executive Compensation Discussion and Analysis INTRODUCTION This Compensation Discussion & Analysis (“CD&A”) explains our executive compensation program for our named executive officers (“NEOs”) listed below. This CD&A also describes the Compensation Committee’s process for making pay decisions, as well as its rationale for specific decisions related to the fiscal year ended December 31, 2025 . Although Apyx Medical qualifies as a “smaller reporting company” as defined by the SEC, which allows us to take advantage of scaled-back disclosure requirements, we are including more extensive narrative about our executive compensation program in an effort to be more transparent. We are also committed to keeping an open dialogue with our stockholders to help ensure that we have a regular pulse on investor perspectives and, as we continue to grow, we intend to further enhance our outreach efforts during 2025 and into the future. Name Position Charles D. Goodwin President, CEO and Director Moshe Citronowicz Senior Vice President Matthew Hill Chief Financial Officer Shawn Roman Chief Operating Officer 2025 Business Overview We are a surgical aesthetics company with a passion for elevating people’s lives through innovative products, including its Helium Plasma Platform Technology products marketed and sold as Renuvion ® and the AYON Body Contouring System TM (“AYON”) in the cosmetic surgery market and J-Plasma ® in the hospital surgical market. Renuvion and J-Plasma offer surgeons a unique ability to provide controlled heat to tissue to achieve their desired results. AYON is an FDA-cleared, surgeon-designed body contouring system that combines precision, versatility, and innovation in an all-in-one platform. It seamlessly integrates fat removal, closed loop contouring, and Renuvion’s tissue contraction and electrosurgical capabilities, empowering surgeons to deliver comprehensive body contouring treatments for patients. We also leverage our deep expertise and decades of experience in unique waveforms through OEM agreements with other medical device manufacturers. Recent Business Developments Below are key financial and operational highlights: • Total revenue of $52.8 million, representing growth of 9.9% year-over-year • Surgical Aesthetics revenue of $45.3 million, representing growth of 17.4% year-over-year • Loss from operations of $6.4 million vs. $18.8 million in 2024 On May 13, 2025, we announced that we had received 510(k) clearance from the U.S. Food and Drug Administration (the “FDA”) for AYON. We completed the soft launch of AYON, leveraging our relationships with key surgeons in critical geographies. Additionally, we commenced the commercial launch of AYON in September 2025. AYON was developed with a focus on versatility and innovation. AYON has been designed to be the only device a surgeon needs for comprehensive body contouring solutions. This all-in-one system integrates advanced modalities to perform multiple functions seamlessly, removing unwanted fat, enhancing tissue contraction and addressing the full range of patient needs from contouring to aesthetic enhancement. The initial submission for AYON includes the following: • Infiltration • Dual aspiration to facilitate simultaneous users • Ultrasound-assisted liposuction • Electrocoagulation to support procedures requiring removal of excess tissue • Volume enhancement capabilities • Renuvion treatment to address loose and lax skin On October 13, 2025, we announced that we had submitted the 510(k) premarket notification to the FDA for the label expansion of AYON to include power liposuction. We anticipate receiving clearance in the second quarter 2026. On July 28, 2025, we announced the launch of Renuvion in China following receipt of initial market clearance from the National Medical Products Administration of China. 64 Table of Contents APYX MEDICAL CORPORATION In November 2024, we undertook a cost saving restructuring which included an organizational reduction in force to better focus, optimize and streamline operations. As a result of the organizational changes, we reduced our U.S. workforce by nearly 25%. We estimated the annualized future cost savings from the reduction in force to be approximately $4.3 million. We incurred pre-tax charges of approximately $0.6 million in the fourth quarter of 2024 representing, for the most part, one-time cash expenditures for severance and other employee termination benefits. In addition to the reduction in force, we eliminated bonuses in 2024, reduced the size of the board of directors from eight to five members and reduced aggregate board cash compensation from $0.5 million annually to $0.1 million, while increasing board stock-based compensation. In addition to the organizational changes, we identified other direct cost savings we achieved in 2025. The identified cost savings include reductions in professional fees, lower research and development costs, lower credit card fees and stock-based compensation. These cost savings reduced our annual operating expenses below $40.0 million in 2025, as compared to $48.2 million and $53.7 million in 2024 and 2023, respectively. On November 18, 2025, we entered into an underwriting agreement where we sold 2,762,431 shares of common stock at an offering price of $3.62. After deducting incremental direct costs of the Offering, the Company’s net proceeds were approximately $9.1 million. WHAT GUIDES OUR PROGRAM General Compensation Philosophy The primary objective of our compensation program for employees, including our compensation program for executive officers, is to attract, retain and motivate qualified individuals and reward them in a manner that is fair to all stockholders. We strive to provide incentives for every employee and reward them for their contribution to the Company. Performance-Driven and Stockholder-Aligned A portion of a NEO’s total compensation should be variable (“at-risk”) and linked to the achievement of specific short- and long-term performance objectives and designed to drive stockholder value creation. Competitively-Positioned Target compensation should be competitive with that being offered to individuals in comparable roles at other companies with which we compete for talent to ensure that we employ the best people to lead our success. Responsibly-Governed Decisions about compensation should be guided by best-practice governance standards and rigorous processes that encourage prudent decision-making. Elements of Pay With these objectives in mind, our Board has built executive and non-executive compensation programs that consist of three principal elements - base salary, performance bonuses and grants of stock options. Pay Element How It ’ s Paid Purpose Base Salary Cash (Fixed) Provide a competitive base salary rate relative to similar positions in the market and enable the Company to attract and retain critical executive talent. Performance Bonuses (Annual Incentives) Cash (Variable) Reward executive officers for delivering on annual financial and/or strategic objectives that contribute to the creation of stockholder value. Long-Term Incentives Equity (Variable) Provide incentives for executive officers to execute on longer-term financial goals that drive the creation of stockholder value, support the Company’s retention strategy, and provide alignment with the interests of our stockholders. The Decision-Making Process The Role of the Compensation Committee. The Compensation Committee oversees the executive compensation program for our NEOs. The Compensation Committee is comprised of independent, non-employee members of the Board. The Compensation Committee works very closely with its independent consultant and management to examine the effectiveness of the Company’s executive compensation program throughout the year. Details of the Compensation Committee’s authority and responsibilities are specified in its charter, which may be accessed at apyxmedical.com. The Compensation Committee makes all final compensation and equity award decisions regarding our NEOs, except for the CEO, whose compensation is determined by the independent members of the full Board, based upon recommendations of the Compensation Committee. The Role of Management. Members of our management team attend regular meetings where executive compensation, Company and individual performance, and competitive compensation levels and practices are discussed and evaluated. Only the Compensation Committee members are allowed to vote on decisions regarding NEO compensation. The CEO reviews his recommendations pertaining to other executives (non-NEO) pay with the Compensation Committee providing transparency and oversight. Decisions on non-NEO pay are made by the CEO. The CEO does not participate in the deliberations of the Compensation Committee regarding his own compensation. Independent members of the Board make all final determinations regarding CEO compensation. 65 Table of Contents APYX MEDICAL CORPORATION The Role of the Independent Consultant. The Compensation Committee, in prior years, has engaged an independent compensation consultant to provide expertise on competitive pay practices, program design, and an objective assessment of any inherent risks of any programs. The Role of Peer Group Companies. The Compensation Committee strives to set a competitive level of total compensation for each NEO as compared with executive officers in similar positions at comparable companies, which we define as our compensation peer group. The Compensation Committee has looked to its independent compensation consultant and performed an independent review by its Chairperson to provide and analyze competitive market data for each NEO, comparing each of their individual components of compensation and total compensation to market. BIOLASE, Inc. Pulmonx Corporation CVRx, Inc. Sensus Healthcare, Inc. CytoSorbents Corporation TELA Bio, Inc. Electromed, Inc. Utah Medical Products, Inc. Neuronetics, Inc. Xtant Medical Holdings, Inc. NeuroPace, Inc. The results of the survey and independent review confirmed that, consistent with our desired philosophy, our compensation arrangements were competitive with the marketplace, with some variation by individual. 2025 Executive Compensation Program Base Salary We pay base salaries to our Executive Officers in order to provide a consistent, minimum level of pay that sustained individual performance warrants. We also believe that a competitive annual base salary is important to attract and retain an appropriate caliber of talent for each position over time. The annual base salaries of our Executive Officers are determined by our Compensation Committee and approved by the Board of Directors. All salary decisions are based on each Executive Officer’s level of responsibility, experience and recent and past performance, as determined by the Compensation Committee. The Compensation Committee benchmarks base salaries using a major independent consulting firm and using their recommendations and other information the Committee evaluates and establishes the base compensation for our executives. Name 2025 2024 % Change Charles D. Goodwin $ 501,800 $ 501,800 — % Matthew Hill $ 425,000 $ 425,000 — % Moshe Citronowicz $ 323,960 $ 323,960 — % Shawn Roman $ 305,760 $ 305,760 — % Performance Bonus Historically, the Compensation Committee has set performance-based cash incentive bonus targets, which are designed to provide an opportunity for our senior executives, including our NEOs, to earn an annual incentive, paid in cash, based on the achievement of certain financial targets and/or strategic priorities. An executive’s incentive target is a percentage of their base salary. In 2025, there was no formal bonus program.. The table below discloses the historical annual incentive targets for each NEO: 2025 Base Salary Historical Bonus Target Bonus at Historical Target Name ($) (% of Base Salary) ($) Charles D. Goodwin $ 501,800 85 % $ 426,530 Matthew Hill $ 425,000 50 % $ 212,500 Moshe Citronowicz $ 323,960 30 % $ 97,188 Shawn Roman $ 305,760 30 % $ 91,728 66 Table of Contents APYX MEDICAL CORPORATION In 2025, there was no formal bonus program. 2025 Discretionary Payouts. Due to the top line revenue growth, operating loss reductions, cash flows from operation reductions and achieving operational objectives including the successful commercial launch of AYON, the Compensation Committee elected to pay a discretionary bonus and funding for performance bonuses was set at 100% of each NEO’s applicable historical target. The Committee retains discretion to further adjust the award upward or downward based on its assessment of individual performance. The following table lists the actual awards earned by the NEOs in 2025: Bonus Target Bonus Target Actual Award Payout Name (% of Base Salary) ($) ($) Charles D. Goodwin 85 % $ 426,530 $ 426,530 Matthew Hill 50 % $ 212,500 $ 212,500 Moshe Citronowicz 30 % $ 97,188 $ 97,188 Shawn Roman 30 % $ 91,728 $ 91,728 Equity Compensation We believe that equity ownership in our Company is important to provide our Executive Officers and key employees with long-term incentives to better align interests of executives with the interests of stockholders and build value for our stockholders. In addition, equity compensation is designed to attract and retain the executive management team and other key employees throughout the organization. The Compensation Committee has an established practice of approving equity awards for issuance in January of each year. This allows the Compensation Committee to consider the Company's performance over the prior year and business environment in determining the size of the equity award to approve. The exercise price of equity awards is the closing price on the grant date. The grant date of the awards is at least two trading days following the Company's preliminary revenue release, allowing time for this information to disseminate and become public. In addition to its annual grant process, the Compensation Committee may also approve equity awards at other times during the year when it believes such awards are appropriate to recruit, retain, or incentivize employees. The Compensation Committee may grant equity awards at times when it is in possession of material non-public information. In January 2025, the Board approved initial equity awards to the NEOs while it evaluated total NEO compensation. In May 2025, the Board approved additional equity awards to the NEOs. These equity awards were granted using incentive stock options to the extent permitted by the IRS. Stock options are intended to align the interests of award recipients with those of stockholders, since options deliver value only if Apyx’s stock price appreciates after they are granted. This characteristic ensures that the Executive Officers and key employees have a meaningful portion of their compensation tied to future stock price increases and rewards management for long-term strategic planning through the resulting enhancement of the stock price. The 2025 awards for each NEO were as follows: Stock Options Name (# of options) Charles D. Goodwin 243,000 Matthew Hill 150,000 Moshe Citronowicz 72,000 Shawn Roman 100,000 The stock options granted in January and May vest one-third per year on the anniversary date of the grant over a 3-year period, expire on the 10th anniversary of the grant date, and have an exercise price of $1.42 and $1.48 per share, respectively. Stock options are subject to the award recipient’s continued employment through each vesting date. Stock option awards to Executive Officers and key employees are entirely discretionary. The CEO recommends to the Compensation Committee awards for individuals other than himself. The Compensation Committee considers this recommendation along with the prior contribution of these individuals and their expected future contributions to our growth. The Committee formulates and presents its recommended allocation of stock option awards to the Board of Directors for approval. The Compensation Committee then would make an independent determination on CEO stock option awards, again formulating and presenting its recommendation for the allocation of stock option awards to the Board of Directors for approval. The Board of Directors approves, rejects, or, if necessary, modifies the Committee’s recommendations. Perquisites and Other Benefits Our Executive Officers are eligible for the same health and welfare programs and benefits as the rest of our employees in their respective locations. Our Executive Officers are entitled to participate in and receive employer contributions to Apyx's 401(k) Savings Plan. For more information on employer contributions to the 401(k) Savings Plan see the Summary Compensation Table and its footnotes. 67 Table of Contents APYX MEDICAL CORPORATION Tax and Accounting Considerations We regularly consider the various tax and accounting implications of our compensation plans. Section 162(m) of the Code generally prohibits any publicly held corporation from taking a federal income tax deduction for compensation paid in excess of $1 million in any taxable year to the CEO and the other “covered employees” as defined in the rule. Under the tax laws in effect before 2018, compensation that qualified as “performance-based compensation” under Section 162(m) of the Code was deductible without regard to this limitation. Effective for tax years beginning after December 31, 2017, the Tax Cuts and Jobs Act of 2017 generally eliminated the performance-based exemption, subject to a special rule that grandfathers certain awards and agreements that were in effect on November 2, 2017. While considering tax deductibility as only one of several considerations in determining compensation, the Committee believes that the tax deduction limitation should not compromise its ability to structure compensation programs that provide benefits to the Company that outweigh the potential benefit of a tax deduction and, therefore, may approve compensation that is not deductible for tax purposes. Accounting considerations also play an important role in the design of our executive compensation program. Accounting rules, such as FASB ASC Topic 718-10-10, Share-Based Payment, require us to expense the cost of our stock option grants which reduces the amount of our reported profits. Because of option expensing and the impact of dilution on our stockholders, we pay close attention to the number and value of the shares underlying stock options we grant. Compensation of Executive Officers The following table sets forth the compensation paid to each of our Executive Officers for the years ended December 31, 2025 and 2024 for services to our Company in all capacities: Bonus Stock Awards Option Awards Non-Equity Incentive Plan Compensation Earnings Change in Pension Value and Nonqualified Deferred Compensation Earnings All Other Compensation Total Name and Principal Position Year Salary ($) ($) ($) (1) ($) ($) ($) (2) ($) Charles D. Goodwin 2025 $ 501,800 $ 426,530 $ — $ 281,993 $ — $ — $ 23,540 $ 1,233,863 CEO and Director 2024 $ 501,800 $ — $ — $ 453,273 $ — $ — $ 20,898 $ 975,971 Mathew Hill 2025 $ 425,000 $ 212,500 $ — $ 173,211 $ — $ — $ 41,104 $ 851,815 CFO, Treasurer and Secretary 2024 $ 425,000 $ — $ — $ 279,798 $ — $ — $ 75,436 $ 780,234 Moshe Citronowicz 2025 $ 323,960 $ 97,188 $ — $ 82,603 $ — $ — $ 30,509 $ 534,260 Senior Vice President 2024 $ 323,960 $ — $ — $ 134,303 $ — $ — $ 25,215 $ 483,478 Shawn Roman 2025 $ 305,760 $ 91,728 $ — $ 112,481 $ — $ — $ 28,584 $ 538,553 Chief Operating Officer 2024 $ 305,760 $ — $ — $ 93,266 $ — $ — $ 26,568 $ 425,594 (1) These columns represent the grant date fair value of the awards as calculated in accordance with FASB ASC 718 (Stock Compensation). (2) The amounts for 2025, include compensation under the following plans and programs: C. M. M. S. Goodwin Hill Citronowicz Roman Life insurance premium 198 198 99 198 Short-term disability premiums 186 186 186 186 Health insurance premiums 11,656 31,893 20,629 18,027 HSA contributions 1,000 — 250 1,000 Employer 401(k) contribution 10,500 8,827 9,345 9,173 Total $ 23,540 $ 41,104 $ 30,509 $ 28,584 68 Table of Contents APYX MEDICAL CORPORATION Pay vs Performance This section is included to comply with the provisions of Item 402(v) of Regulation S-K. For a more comprehensive analysis of our compensation philosophy please see the General Compensation Philosophy section of this filing. In the table and footnotes below, “PEO” refers to our principal executive officer, Charles D. Goodwin. Pay versus performance table (a) (b) (c) (d) (e) (f) (h) Year Summary compensation table total for PEO Compensation actually paid to PEO (2) Average summary compensation table total for non-PEO NEOs (1) Average compensation actually paid to non-PEO NEOs (1)(2) Value of initial fixed $100 investment based on Total stockholder return Net income (loss) (in thousands) 2025 $ 1,233,863 $ 2,100,299 $ 641,543 $ 970,105 $ 150 $ (11,211 ) 2024 $ 975,971 $ 509,221 $ 675,407 $ 490,152 $ 68 $ (23,463 ) 2023 $ 1,261,470 $ 1,413,487 $ 769,679 $ 734,407 $ 112 $ (18,713 ) (1) Reflects average compensation amounts for our non-PEO named executive officers for the respective years shown. Moshe Citronowicz, Matthew Hill and Shawn Roman are the non-PEO named executive officers for the 2025 year presented. Moshe Citronowicz, Todd Hornsby, Matthew Hill and Shawn Roman are the non-PEO named executive officers for the 2024 year presented. Moshe Citronowicz, Todd Hornsby, Matthew Hill and Tara Semb are the non-PEO named executive officers for the 2023 year presented. (2) The following table summarizes the adjustments from summary table total compensation to compensation actually paid: PEO Non-PEO NEOs 2025 2024 2023 2025 2024 2023 Summary compensation table total compensation $1,233,863 $975,971 $1,261,470 $641,543 $675,407 $769,679 Grant date fair value of awards granted during the year (281,993 ) (453,273 ) (448,335 ) (122,765 ) (173,475 ) (164,820 ) Fair value of awards granted during the year that are outstanding and unvested as of year-end 746,266 270,058 493,290 330,056 54,734 116,387 Change in fair value from prior year-end to current year-end of awards granted in prior years that were outstanding and unvested as of year-end 415,069 (211,412 ) 65,731 69,463 (26,535 ) 15,509 Change in fair value from prior year-end to vesting date of awards granted in prior years that vested during the year (12,906 ) (72,123 ) 41,331 51,808 (45,204 ) 660 Fair value of awards granted during the year that vested during the year — — — — 22,141 8,192 Prior year-end fair value of awards granted in prior years that were forfeited during the year — — — — (16,916 ) (11,200 ) Compensation actually paid $2,100,299 $509,221 $1,413,487 $970,105 $490,152 $734,407 Stock option grant date fair values are calculated based on the Black-Scholes option pricing model as of the grant date. Adjustments have been made using stock option fair values as of each measurement date using the stock price as of the measurement date and updated assumptions (i.e., term, volatility, risk free rates) as of the measurement date. The change in stock price was the primary driver for the adjustments in the table above. The following table presents a comparison of our actual compensation paid to NEOs versus our total stockholder return and net losses: (in thousands except per share data) 2025 2024 2025 vs 2024 Change 2023 2024 vs 2023 Change Total stockholder return (change in stock price) $ 3.50 $ 1.58 121.5 % $ 2.62 -39.7 % Net loss attributable to stockholders $ (11,211 ) $ (23,463 ) 52.2 % $ (18,713 ) -25.4 % Actual compensation paid to NEOs $ 5,011 $ 2,470 102.9 % $ 3,617 31.7 % 69 Table of Contents APYX MEDICAL CORPORATION Employment Agreements and Potential Payments Upon Termination or Change in Control At December 31, 2025, we were obligated under three employment agreements. Name Contract Expiration Date Charles D. Goodwin N/A (1) Matthew Hill N/A (1) Moshe Citronowicz 12/31/2026 Shawn Roman N/A (1) (1) Employment contracts provide for the Executives to remain employed by the Company until such time as their employment is terminated pursuant to the terms of their Employment Agreement. Charles D. Goodwin Employment Agreement On September 17, 2020, the Company entered into an Amended and Restated Employment Agreement, effective as of September 17, 2020, with Charles D. Goodwin II, the Company’s President and Chief Executive Officer (the “Goodwin Agreement”). The Goodwin Agreement amends and restates Mr. Goodwin’s original employment agreement, dated as of December 15, 2017, in its entirety. The term of Mr. Goodwin’s employment under the Goodwin Agreement commenced as of the effective date thereof and shall continue until terminated in accordance with the terms of the Goodwin Agreement. Under the Goodwin Agreement, Mr. Goodwin will receive an initial annual base salary of $450,000, which shall be reviewed from time to time and may be increased, but not decreased, by the Compensation Committee of the Board of Directors (the “Committee”) in its sole and exclusive discretion. Mr. Goodwin shall be entitled to participate in (i) any bonus or incentive plan available to the Company’s executives generally, on such terms as the Committee may determine in its discretion, and (ii) the equity-based incentive plans of the Company, pursuant to which he may receive awards thereunder, as determined by the Company’s Board of Directors in its sole discretion from time to time and subject to the terms and conditions of such plans and any applicable award agreement. In the event Mr. Goodwin’s employment is terminated as a result of death or disability, Mr. Goodwin or his estate shall be entitled to receive (i) any unpaid base salary earned and accrued prior to the date of termination, (ii) reimbursement for expenses incurred prior to the date of termination, (iii) a pro rata bonus for the year of termination, and, (iv) if Mr. Goodwin is eligible for and elects continuation benefits under COBRA, the Company will pay the employer portion of the COBRA coverage premium for the shorter of (x) the 12-month period following the date of termination, or (y) the time at which Mr. Goodwin becomes eligible for medical and dental benefits through another employer. In addition, Mr. Goodwin’s outstanding option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Goodwin’s options (i) that were exercisable as of the effective date of the termination and (ii) that would have become exercisable on the next anniversary of the effective date following the date of termination shall become and remain exercisable for a period of 12 months following the date of termination. In the event Mr. Goodwin’s employment is terminated by the Company for cause or by Mr. Goodwin without good reason, Mr. Goodwin shall be entitled to receive any unpaid base salary earned and accrued prior to the date of termination, and reimbursement for expenses incurred prior to the date of termination. In addition, in the event Mr. Goodwin’s employment is terminated by Mr. Goodwin without good reason, Mr. Goodwin’s stock option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Goodwin’s options which were exercisable as of the date of termination shall remain exercisable for a period of 3 months following the date of termination. In the event Mr. Goodwin’s employment is terminated by Mr. Goodwin for good reason, by the Company without cause, or in connection with a change of control (as defined in the Goodwin Agreement), Mr. Goodwin shall be entitled to receive (i) any unpaid base salary and other benefits earned and accrued prior to the date of termination, (ii) reimbursement for expenses incurred prior to the date of termination, (iii) a pro rata bonus for the year of termination, (iv) continued payment of his base salary for the twelve (12) month period following the date of termination, and (v) if Mr. Goodwin is eligible for and elects continuation benefits under COBRA, the Company will pay the employer portion of the COBRA coverage premium for the shorter of (x) the 12-month period following the date of termination, or (y) the time at which Mr. Goodwin becomes eligible for medical and dental benefits through another employer. In addition, Mr. Goodwin’s outstanding option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Goodwin’s options that (i) were exercisable as of the date of termination and (ii) would have become exercisable on the next anniversary of the effective date following the date of termination, shall become and remain exercisable for a period of 12 months following the date of termination. The Goodwin Agreement contains customary non-competition, non-solicitation, and confidentiality provisions in favor of the Company. 70 Table of Contents APYX MEDICAL CORPORATION Matthew Hill Employment Agreement On November 21, 2023, the Company entered into an Employment Agreement, effective as of December 4, 2023, with Matthew Hill, to appoint Mr. Hill as the Company’s Chief Financial Officer, Secretary and Treasurer (the “Hill Agreement”). The term of Mr. Hill’s employment under the Hill Agreement commenced as of the effective date thereof and shall continue until terminated in accordance with the terms of the Hill Agreement. Under the Hill Agreement, Mr. Hill will receive an initial annual base salary of $425,000, which shall be reviewed from time to time and may be increased, but not decreased, by the Committee in its sole and exclusive discretion. Mr. Hill will also be entitled to receive a sign on bonus of $50,000 within 30 days of the Effective Date, subject to the recoupment of any unearned portion if Mr. Hill is terminated for Cause (as defined therein) or Mr. Hill terminates the Employment Agreement without Good Reason (as defined therein) prior to the one-year anniversary of the Effective Date. Pursuant to an option award agreement between Mr. Hill and the Company that will be delivered to Mr. Hill on or about January 2024, Mr. Hill will also be entitled to receive a non-qualified stock option to purchase 150,000 shares of the Company’s common stock at an exercise price equal to the closing price of the Company’s common stock on its principal exchange on the date of such grant, subject to the applicable vesting requirements. Mr. Hill shall be entitled to participate in (i) any bonus or incentive plan available to the Company’s executives generally, on such terms as the Committee may determine in its discretion, and (ii) the equity-based incentive plans of the Company, pursuant to which he may receive awards thereunder, as determined by the Company’s Board of Directors in its sole discretion from time to time and subject to the terms and conditions of such plans and any applicable award agreement. In the event Mr. Hill’s employment is terminated as a result of death or disability, Mr. Hill or his estate shall be entitled to receive (i) any unpaid base salary earned and accrued prior to the date of termination, (ii) reimbursement for expenses incurred prior to the date of termination, (iii) a pro rata bonus for the year of termination, and, (iv) if Mr. Hill is eligible for and elects continuation benefits under COBRA, the Company will pay the employer portion of the COBRA coverage premium for the shorter of (x) the 12-month period following the date of termination, or (y) the time at which Mr. Hill becomes eligible for medical and dental benefits through another employer. In addition, Mr. Hill’s outstanding option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Hill’s options (i) that were exercisable as of the effective date of the termination and (ii) that would have become exercisable on the next anniversary of the effective date following the date of termination shall become and remain exercisable for a period of 12 months following the date of termination. In the event Mr. Hill’s employment is terminated for by the Company for cause or by Mr. Hill without good reason, Mr. Hill shall be entitled to receive any unpaid base salary earned and accrued prior to the date of termination, and reimbursement for expenses incurred prior to the date of termination. In addition, in the event Mr. Hill’s employment is terminated by Mr. Hill without good reason, Mr. Hill’s stock option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Hill’s options which were exercisable as of the date of termination shall remain exercisable for a period of 3 months following the date of termination. In the event Mr. Hill’s employment is terminated by Mr. Hill for good reason, by the Company without cause, or in connection with a change of control (as defined in the Hill Agreement), Mr. Hill shall be entitled to receive (i) any unpaid base salary and other benefits earned and accrued prior to the date of termination, (ii) reimbursement for expenses incurred prior to the date of termination, (iii) a pro rata bonus for the year of termination, (iv) continued payment of his base salary for the twelve (12) month period following the date of termination, and (v) if Mr. Hill is eligible for and elects continuation benefits under COBRA, the Company will pay the employer portion of the COBRA coverage premium for the shorter of (x) the 12-month period following the date of termination, or (y) the time at which Mr. Hill becomes eligible for medical and dental benefits through another employer. In addition, Mr. Hill’s outstanding option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Hill’s options that (i) were exercisable as of the date of termination and (ii) would have become exercisable on the next anniversary of the effective date following the date of termination, shall become and remain exercisable for a period of 12 months following the date of termination. The Hill Agreement contains customary non-competition, non-solicitation, and confidentiality provisions in favor of the Company. 71 Table of Contents APYX MEDICAL CORPORATION Moshe Citronowicz Employment Agreement Mr. Citronowicz employment agreement contains an automatic extension for a period of one year after the initial term unless we provide Mr. Citronowicz with appropriate 60 days written notice pursuant to his contract. Mr. Citronowicz’s employment agreement provides, among other things, that the Mr. Citronowicz may be terminated as follows: a. Upon the death of the Mr. Citronowicz, in which case Mr. Citronowicz’s estate shall be paid the basic annual compensation due to Mr. Citronowicz pro-rated through the date of death. b. By the resignation of Mr. Citronowicz at any time upon at least thirty (30) days prior written notice to Apyx in which case Apyx shall be obligated to pay Mr. Citronowicz the basic annual compensation due him pro-rated to the effective date of termination. c. By Apyx, “for cause” if during the term of the employment agreement Mr. Citronowicz violates the non-competition provisions of his employment agreement, or is found guilty in a court of law of any crime of moral turpitude in which case the contract would be terminated and provisions for future compensation forfeited. d. By Apyx, without cause, with the majority approval of the Board of Directors, for Mr. Citronowicz at any time upon at least thirty (30) days prior written notice to Mr. Citronowicz. In this case Apyx shall be obligated to pay Mr. Citronowicz compensation in effect at such time, including all bonuses, accrued or prorated and expenses up to the date of termination. Thereafter, Apyx shall pay Mr. Citronowicz three times the salary in effect at the time of termination payable in one lump sum. e. If Apyx fails to meet its obligations to Mr. Citronowicz on a timely basis, or if there is a change in the control of Apyx, the executive may elect to terminate Mr. Citronowicz’s employment agreement. Upon any such termination or breach of any of its obligations under the employment agreement, Apyx shall pay Mr. Citronowicz a lump sum severance equal to three times the annual salary and bonus in effect the month preceding such termination or breach as well as any other sums which may be due under the terms of the employment agreement up to the date of termination. 72 Table of Contents APYX MEDICAL CORPORATION Shawn Roman Employment Agreement On January 31, 2025, the Company entered into an Employment Agreement, effective as of January 28, 2025, with Shawn Roman, the Company’s Chief Operating Officer (the “Roman Agreement”). The term of Mr. Roman’s employment under the Roman Agreement commenced as of the effective date thereof and shall continue until terminated in accordance with the terms of the Roman Agreement. Under the Roman Agreement, Mr. Roman will receive an initial annual base salary of $305,760, which shall be reviewed from time to time and be modified by the Committee in its sole and exclusive discretion. Mr. Roman shall be entitled to participate in (i) any bonus or incentive plan available to the Company’s executives generally, on such terms as the Committee may determine in its discretion, and (ii) the equity-based incentive plans of the Company, pursuant to which he may receive awards thereunder, as determined by the Company’s Board of Directors in its sole discretion from time to time and subject to the terms and conditions of such plans and any applicable award agreement. In the event Mr. Roman’s employment is terminated as a result of death or disability, Mr. Roman or his estate shall be entitled to receive (i) any unpaid base salary earned and accrued prior to the date of termination, (ii) reimbursement for expenses incurred prior to the date of termination, (iii) a pro rata bonus for the year of termination, and, (iv) if Mr. Roman is eligible for and elects continuation benefits under COBRA, the Company will pay the employer portion of the COBRA coverage premium for the shorter of (x) the 12-month period following the date of termination, or (y) the time at which Mr. Roman becomes eligible for medical and dental benefits through another employer. In addition, Mr. Roman’s outstanding option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Roman’s options (i) that were exercisable as of the effective date of the termination and (ii) that would have become exercisable on the next anniversary of the effective date following the date of termination shall become and remain exercisable for a period of 12 months following the date of termination. In the event Mr. Roman’s employment is terminated for by the Company for cause or by Mr. Roman without good reason, Mr. Roman shall be entitled to receive any unpaid base salary earned and accrued prior to the date of termination, and reimbursement for expenses incurred prior to the date of termination. In addition, in the event Mr. Roman’s employment is terminated by Mr. Roman without good reason, Mr. Roman’s stock option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Roman’s options which were exercisable as of the date of termination shall remain exercisable for a period of 3 months following the date of termination. In the event Mr. Roman’s employment is terminated by Mr. Roman for good reason, by the Company without cause, or in connection with a change of control (as defined in the Roman Agreement), Mr. Roman shall be entitled to receive (i) any unpaid base salary and other benefits earned and accrued prior to the date of termination, (ii) reimbursement for expenses incurred prior to the date of termination, (iii) a pro rata bonus for the year of termination, (iv) continued payment of his base salary for the twelve (12) month period following the date of termination, and (v) if Mr. Roman is eligible for and elects continuation benefits under COBRA, the Company will pay the employer portion of the COBRA coverage premium for the shorter of (x) the 12-month period following the date of termination, or (y) the time at which Mr. Roman becomes eligible for medical and dental benefits through another employer. In addition, Mr. Roman’s outstanding option grants shall continue to be treated in accordance with the terms of the applicable plan and award agreement, provided that the portion of Mr. Roman’s options that (i) were exercisable as of the date of termination and (ii) would have become exercisable on the next anniversary of the effective date following the date of termination, shall become and remain exercisable for a period of 12 months following the date of termination. The Roman Agreement contains customary non-competition, non-solicitation, and confidentiality provisions in favor of the Company. There are no other employment contracts that have non-cancelable terms in excess of one year. 73 Table of Contents APYX MEDICAL CORPORATION Outstanding Equity Awards The following table presents information with respect to each unexercised stock option held by our Executive Officers as of December 31, 2025: # of Securities Underlying Unexercised # of Securities Underlying Weighted Average Option Options Unexercised Options Exercise Price Option Expiration Name (# Exercisable) (# Unexercisable) ($/Sh) Range After Grant Date Charles D. Goodwin 2,086,500 486,000 $ 4.74 12/15/2027 – 5/15/2035 Matthew Hill 150,000 150,000 $ 1.94 1/10/2034 – 5/15/2035 Moshe Citronowicz 431,000 144,000 $ 5.28 3/16/2026 – 05/15/2035 Shawn Roman 251,999 150,001 $ 5.08 3/16/2026 – 05/15/2035 The following table summarizes the stockholder approved plans pursuant to which equity awards are granted together with the number of shares authorized for the issuance and the approximate number of shares available for future grants at December 31, 2025: # Approved by # Available # Approved by December 31, Stockholder approved plan Stockholders 2025 2012 Share Incentive Plan 750,000 — 2015 Executive and Employee Stock Option Plan 2,000,000 — 2017 Executive and Employee Stock Option Plan 3,000,000 280,000 2019 Share Incentive Plan 2,000,000 290,000 2021 Share Incentive Plan 1,375,000 330,000 2023 Share Incentive Plan 1,600,000 450,000 There have been no changes in the pricing of any options previously or currently awarded. Compensation of Non-Employee Directors The following is a table showing the director compensation for the year ended December 31, 2025: Name (a) Fees Earned Or Paid in Cash ($) (b) Stock Awards ($) (c) Option Awards * ($) (d) Non-Equity Incentive Plan Compensation ($) (e) Change in Pension Value and Nonqualified Deferred Compensation Earnings ($) All Other Compensation ($) (g) Total ($) (h) Stavros Vizirgianakis $ — $ — $ 205,963 $ — $ — $ — $ 205,963 Lawrence J. Waldman 73,500 — 91,332 — — — 164,832 Minnie Baylor-Henry 20,000 — 125,253 — — — 145,253 Wendy Levine 10,000 — 131,102 — — — 141,102 * These columns represent the grant date fair value of the awards as calculated in accordance with FASB ASC 718 (Stock Compensation). 74 Table of Contents APYX MEDICAL CORPORATION On December 17, 2024, the Board approved the following compensation arrangement effective October 1, 2024: • Annual cash compensation to be paid to the Chair of the Audit Committee of the Board shall be $46,000 per year. • Annual cash compensation to be paid to the Lead Independent Director of the Board shall be $27,500 per year. • Annual cash compensation to be paid to the Chair of the Regulatory Compliance Committee of the Board shall be $20,000 per year. • Annual cash compensation to be paid to the Chair of the Compensation Committee of the Board shall be $10,000 per year. • Non-employee members of the Board also received an interim grant of options to purchase 50,000 shares of the Corporation's common stock. The exercise price of these options is equal to the closing price of the Corporation's common stock on its principal exchange two (2) business days following release of the Company's 2024 preliminary top line revenue results. The options vest ratably over a one (1) year period. On May 15, 2025, following a peer analysis, the Board approved an additional one-time option grant as follows: • For the Chair of the Board an option to purchase 128,000 shares of the Corporation's common stock. • For the Chair of the Audit Committee an option to purchase 30,000 shares of the Corporation's common stock. • For the Chair of the Regulatory Compliance Committee an option to purchase 59,000 shares of the Corporation's common stock. • For the Chair of the Compensation Committee an option to purchase 64,000 shares of the Corporation's common stock. These options all had an exercise price equal to the closing price of the Company’s common stock on its principal exchange on the date of grant and vest ratably over a one (1) year period. There have been no changes in the pricing of any options previously or currently awarded. Compensation Committee Interlocks and Insider Participation The Compensation Committee of the Board of Directors is responsible for determining the compensation of executive officers of the Company, as well as compensation awarded pursuant to the Company’s equity incentive plans. At December 31, 2025, our Compensation Committee consisted of four independent members of the Board of Directors, Wendy Levine, who served as Chairperson, Stavros Vizirgianakis, Lawrence J. Waldman and Minnie Baylor-Henry. No member of the Compensation Committee is or has been an officer or employee of the Company or any of its subsidiaries. In addition, no member of the Compensation Committee had any relationships with the Company or any other entity that require disclosure under the proxy rules and regulations promulgated by the SEC. COMPENSATION COMMITTEE REPORT Our Compensation Committee has reviewed and discussed the Compensation Discussion and Analysis contained in this Annual Report on Form 10-K with management. Based on our Compensation Committee’s review of and the discussions with management with respect to the Compensation Discussion and Analysis, our Compensation Committee recommended to the Board of Directors that the Compensation Discussion and Analysis be included in our Proxy Statement and in this Annual Report on Form 10-K for the fiscal year ended December 31, 2025 for filing with the SEC. 75 Table of Contents APYX MEDICAL CORPORATION ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Securities Authorized for Issuance Under Equity Compensation Plans Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights Weighted Average Exercise Price of Outstanding Options, Warrants and Rights Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (excluding securities reflected in column (a)) (a) (b) (c) Equity compensation plans approved by security holders 7,479,377 $ 4.57 1,354,926 Equity compensation plans not approved by security holders 100,000 $ 1.85 — Total 7,579,377 $ 4.54 1,354,926 (1) Represents inducement grants for new hires The following table reconciles our shares authorized to those available to issue at December 31, 2025: Shares authorized 75,000,000 Shares issued and outstanding (41,785,946 ) Shares reserved pursuant to 2012 Share Incentive Plan (34,000 ) Shares reserved pursuant to 2015 Executive and Employee Stock Option Plan (1,130,430 ) Shares reserved pursuant to 2017 Executive and Employee Stock Option Plan (2,821,429 ) Shares reserved pursuant to 2019 Share Incentive Plan (1,966,667 ) Shares reserved pursuant to 2021 Share Incentive Plan (1,292,262 ) Shares reserved pursuant to 2023 Share Incentive Plan (1,589,515 ) Shares reserved pursuant to MidCap Warrant Agreement (250,000 ) Shares reserved pursuant to Perceptive Warrant Agreement (1,250,000 ) Shares reserved pursuant to pre-funded warrant agreements (1,923,623 ) Shares reserved pursuant to underwriting agreement (414,365 ) Shares available to issue 20,541,763 76 Table of Contents APYX MEDICAL CORPORATION Security Ownership of Certain Beneficial Owners The following table sets forth certain information as of March 9, 2026, with respect to the beneficial ownership of the Company’s common stock by its executive officers, directors, all persons known by the Company to be the beneficial owners of more than 5% of its outstanding shares and by all officers and directors as a group. Number of Shares Name and Address Title Owned (i) Nature of Ownership Percentage of Ownership (i) Nantahala Capital Management, LLC Common 4,112,705 Beneficial 9.8 % 130 Main St. 2nd Floor New Canaan, CT 06840 Archon Capital Management, LLC Common 3,213,226 Beneficial 7.7 % 1100 19th Avenue E Seattle, WA 98122 William Weeks Vanderfelt Common 3,158,414 Beneficial 7.6 % Coralis 44, Azzuri Village 44 Roches Noires, 31201 Mauritius Royce & Associates, LP Common 2,443,035 Beneficial 5.8 % 745 Fifth Avenue New York, NY 10151 Charles D. Goodwin II Common 2,351,833 (ii) Beneficial 5.3 % 5115 Ulmerton Rd. Clearwater, FL 33760 Stavros Vizirgianakis Common 1,938,736 (iii) Beneficial 4.6 % 99 Boulevard du Jardin Exotique, Monaco, 98000 Moshe Citronowicz Common 947,504 (iv) Beneficial 2.2 % 5115 Ulmerton Rd. Clearwater, FL 33760 Shawn Roman Common 318,666 (v) Beneficial 0.8 % 5115 Ulmerton Rd. Clearwater, FL 33760 Lawrence Waldman Common 272,326 (vi) Beneficial 0.6 % 5115 Ulmerton Rd. Clearwater, FL 33760 Minnie Baylor-Henry Common 229,868 (vii) Beneficial 0.5 % 5115 Ulmerton Rd. Clearwater, FL 33760 Wendy Levine Common 180,773 (viii) Beneficial 0.2 % 5115 Ulmerton Rd. Clearwater, FL 33760 Matthew Hill Common 175,166 (ix) Beneficial 0.2 % 5115 Ulmerton Rd. Clearwater, FL 33760 Officers and Directors as a group (8 persons) 6,414,872 15.3 % 77 Table of Contents APYX MEDICAL CORPORATION (i) Based on 41,829,226 outstanding shares of Common Stock as of March 9, 2026, of which officers and directors owned a total of 2,356,096 shares at March 9, 2026. We have calculated the percentage ownership in the table above on the basis of the number of outstanding securities plus, for each person or group, any securities that person or group has current or future right to acquire pursuant to options, warrants, conversion privileges or other rights based on the 13G and 13D SEC filings at March 9, 2026 (and exercisable within 60 days thereafter). (ii) Includes 90,000 shares and 2,261,833 vested options (and exercisable within 60 days thereafter). (iii) Includes 1,746,191 shares and 192,545 vested options (and exercisable within 60 days thereafter). (iv) Includes 456,504 shares and 491,000 vested options (and exercisable within 60 days thereafter). (v) Includes 12,000 shares and 306,666 vested options (and exercisable within 60 days thereafter). (vi) Includes 42,901 shares and 229,425 vested options (and exercisable within 60 days thereafter). 5,338 of the shares and all of the vested options are held in a spousal lifetime access trust. (vii) Includes 0 shares and 229,868 vested options (and exercisable within 60 days thereafter). (viii) Includes 0 shares and 180,773 vested options (and exercisable within 60 days thereafter). (ix) Includes 8,500 shares and 166,666 vested options (and exercisable within 60 days thereafter). Section 16(a) Beneficial Ownership Reporting Compliance Section 16(a) of the Securities Exchange Act of 1934 requires our officers and directors and persons who own more than ten percent of a registered class of our equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission. Officers, directors and greater than ten-percent shareholders (the “Reporting Persons”) are required by SEC regulation to furnish us with copies of all Section 16(a) forms they file. To the Company’s knowledge, based solely on its review of the copies of such reports received or written representations from certain Reporting Persons that no other reports were required, the Company believes that during its fiscal year ended December 31, 2025 all filing requirements applicable to the Reporting Persons were timely met. 78 Table of Contents APYX MEDICAL CORPORATION ITEM 13. Certain Relationships and Related Transactions and Director Independence Certain Relationships and Related Transactions Certain relatives of Nikolay Shilev, Apyx Bulgaria’s Managing Director, are considered related parties. Teodora Shileva, Mr. Shilev’s spouse, is an employee of the Company working in the accounting department. Svetoslav Shilev, Mr. Shilev’s son, is a quality manager in the quality assurance department. Independent Board Members The Board currently has four independent members, Stavros Vizirgianakis, Lawrence J. Waldman, Minnie Baylor-Henry and Wendy Levine who meet the existing independence requirements of the Nasdaq Global Select Market and the Securities and Exchange Commission. ITEM 14. Principal Accountant Fees and Services The following table sets forth the aggregate fees billed to us and expected to be billed to us by RSM US LLP, our principal accountant for 2025 and 2024: Year Ended December 31, (In thousands) 2025 2024 Audit fees (1) $ 601 $ 636 Audit related fees (2) 95 — Tax fees (3) 18 25 All other fees (4) — — Total fees billed $ 714 $ 661 (1) Audit fees consist of billed and unbilled fees for professional services rendered for the audit of Apyx's annual financial statements and reviews of its interim consolidated financial statements included in quarterly reports and other services related to statutory and regulatory filings or engagements. (2) Audit related fees consist of billed and unbilled fees for assurance and related services that are reasonably related to the performance of the audit or reviews of Apyx's consolidated financial statements and are not reported under “Audit Fees”. (3) Tax fees consist of billed and unbilled fees for professional services rendered for tax compliance (domestic and international). These services include assistance regarding federal and international tax compliance and planning associated with transfer pricing and research and development activities. (4) All other fees consist of fees for services other than the services reported above. 79 Table of Contents APYX MEDICAL CORPORATION PART IV ITEM 15. Exhibits and Financial Statement Schedules (a)(1) LISTING OF FINANCIAL STATEMENTS Page The following consolidated financial statements of the Company are included in Item 8 of this Report: Consolidated Balance Sheets at December 31, 2025 and 2024 34 Consolidated Statements of Operations for the years ended December 31, 2025 and 2024 35 Consolidated Statement of Changes in Equity for the years ended December 31, 2025 and 2024 36 Consolidated Statements of Cash Flows for the years ended December 31, 2025 and 2024 37 Notes to Consolidated Financial Statements 38 (a)(2) FINANCIAL STATEMENT SCHEDULES All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto included in this Report. 80 Table of Contents APYX MEDICAL CORPORATION (a)(3) EXHIBITS 3.1 Articles of Incorporation of the Registrant (Incorporated by reference to Exhibit 3.1 to the Registrant’s report on Form 10-K/A filed on March 31, 2011) 3.2 By laws of the Registrant (Incorporated by reference to Exhibit 3.2 to the Registrant’s report on Form 10-K/A filed on March 31, 2011) 3.3 Certificate of Amendment of the Certificate of Incorporation of the Registrant (Incorporated by reference to Exhibit 3.5 to the Registrant’s Quarterly Report on Form 10-Q filed on November 3, 2017) 3.4 Certificate of Elimination of the Series A 6% Convertible Preferred Stock and Series B Convertible Preferred Stock (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 3, 2018) 3.5 Certificate of Amendment of the Certificate of Incorporation of the Registrant (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on December 28, 2018) 3.6 Certificate of Amendment to the Certificate of Incorporation of Registrant (Incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on December 12, 2025) 4.1 Description of the Registrant’s Securities (Incorporated by the reference to Exhibit 4.2 to the Registrant’s Annual Report on Form 10-K filed on March 31, 2020) 10.1** Charles D. Goodwin II Amended and Restated Employment Agreement, dated September 17, 2020 (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on September 18, 2020) 10.2** Matthew Hill Employment Agreement, dated November 28, 2023 (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on November 28, 2023) 10.3** Shawn Roman Employment Agreement, dated January 31, 2025 (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 6, 2025) 10.4 Warrant to Purchase Stock, dated February 17, 2023 (Incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on February 24, 2023) 10.5 Lease Agreement, dated March 14, 2023 (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on March 15, 2023) 10.6 Credit and Guaranty Agreement, dated November 8, 2023 (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on November 9, 2023) 10.7 Warrant to Purchase Stock, dated November 8, 2023 (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on November 9, 2023) 10.8 Amendment to Credit and Guaranty Agreement, dated November 7, 2024 (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on November 8, 2024) 10.9 Securities Purchase Agreement, dated November 7, 2024 (Incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed on November 8, 2024) 10.10 Pre-Funded Warrant to Purchase Stock, dated November 7, 2024 (Incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed on November 8, 2024) 14 Code of Ethics (Incorporated by reference to Exhibit 14 to the Registrant's Annual Report on Form 10-K filed on March 13, 2025) 19 Insider Trading Policy, included in Exhibit 14 (Incorporated by reference to Exhibit 19 to the Registrant's Annual Report on Form 10-K filed on March 13, 2025) 21.1* List of Subsidiaries 23.1* Consent of RSM US LLP 31.1* Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002 31.2* Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002 32.1* Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002 32.2* Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002 97.1 Apyx Medical Corporation Clawback Policy, effective October 2, 2023 (Incorporated by the reference to Exhibit 97.1 to the Registrant’s Annual Report on Form 10-K filed on March 21, 2024) 101.INS*** Inline XBRL Instance 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 Label Presentation Document 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) * Filed herewith. ** Management contract or compensatory arrangement. *** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended and otherwise is not subject to liability under these sections. 81 Table of Contents APYX MEDICAL CORPORATION 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, in Clearwater, Florida on March 10, 2026. Apyx Medical Corporation By: /s/ Charles D. Goodwin II Charles D. Goodwin II President, Chief Executive Officer and Director (Principal Executive Officer) By: /s/ Matthew Hill Matthew Hill Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer) 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 and in the capacities and on the dates indicated. Name Title Date Directors: /s/ STAVROS VIZIRGIANAKIS Chairperson of the Board of Directors March 10, 2026 Stavros Vizirgianakis /s/ CHARLES D. GOODWIN II Chief Executive Officer and Director March 10, 2026 Charles D. Goodwin II /s/ MATTHEW HILL Chief Financial Officer, Treasurer and Secretary March 10, 2026 Matthew Hill /s/ LAWRENCE J. WALDMAN Director March 10, 2026 Lawrence J. Waldman /s/ MINNIE BAYLOR-HENRY Director March 10, 2026 Minnie Baylor-Henry /s/ WENDY LEVINE Director March 10, 2026 Wendy Levine 82