What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-19 compared with 2025-02-14 · 215 added, 166 removed, 773 unchanged (33% of the section changed)

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of

AtriCure, Inc.

To the stockholders and the Board of Directors of AtriCure, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of AtriCure, Inc.

and subsidiaries (the "Company") as of December 31, 2024 and 2023, the related consolidated statements of operations and comprehensive (loss) income, stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

and subsidiaries (the "Company") as of December 31, 2025 and December 31, 2024, the related consolidated statements of operations and comprehensive loss, stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and December 31, 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 19, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting.

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The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Valuation of Performance Shares - Refer to Note 14 to the financial statements

Critical Audit Matter Description

Performance share awards and performance share units (collectively, Performance Shares) were granted in 2024 with a grant date fair value of $15,007.

Performance share awards (Performance Shares) were granted in 2025 with a grant date fair value of $11,662.

The Performance Shares vest based on the achievement of performance conditions and/or market conditions.

The number of Performance Shares with a market condition that vest and are issued to the recipient is based upon either:

(i) the Company’s total shareholder return (TSR) relative to the TSR of the selected market index or (ii) the Company’s simple moving average of the closing price of the Company’s Common Stock during the sixty calendar days immediately prior to and including the Measurement Period Dates at the end of the defined performance period.

The number of Performance Shares with a market condition that vest and are issued to the recipient is based upon the Company’s total shareholder return (TSR) relative to the TSR of the selected market index.

A Monte Carlo simulation was performed to estimate the fair value of the awards with a market condition on the date of grant.

The number of Performance Shares with a performance condition that vest and are issued to the recipient is measured based on the Company’s revenue compound annual growth rate at the end of the defined performance period as compared to a target threshold.

The number of Performance Shares with a performance condition that vest and are issued to the recipient is measured, as defined in the award agreement, based on the Company’s revenue compound annual growth rate or Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization) compound annual growth rate, at the end of the defined performance period as compared to target thresholds.

The Company’s share-based compensation expense is recognized over the requisite service period as the employee renders service.

The determination of fair value on the grant date is affected by the stock price of the Company and the market index, as defined by the award agreement, at the beginning of the service period and grant date, the expected stock price volatility of the Company and the market index over the performance period, the risk-free interest rate, and/or the correlation coefficient of the daily returns for the Company and the market index over the performance period.

Given the level of judgment involved by management to determine the grant date fair value of the Performance Awards, including the use of a specialist for awards with a market condition, audit procedures required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

Given the level of judgment involved by management to determine the grant date fair value of the Performance Awards, including the use of a specialist for awards with a market condition, our audit procedures required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

How the Critical Audit Matter Was Addressed in the Audit

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• We tested the design and operating effectiveness of the Company's internal controls over the determination of the grant date fair value of the Performance Shares.

• We tested the accuracy of the data used in measuring the awards by agreeing the underlying inputs, such as grant date, share price, and vesting conditions, among others, back to source documents, such as compensation committee minutes or Performance Share agreements.

• We evaluated management’s valuation of Performance Shares with a performance condition through testing of revenue growth assumptions over the defined performance period by comparing to the Company’s annual plan and external guidance.

• We tested the accuracy of the data used in measuring the awards by agreeing the underlying inputs, such as grant date, share price, and vesting conditions to source documents, such as compensation committee minutes or Performance Share agreements.

• We evaluated management’s valuation of Performance Shares with a performance condition through testing of revenue growth and adjusted EBITDA growth assumptions over the defined performance period by comparing to the Company’s annual plan and external guidance.

• With the assistance of our fair value specialists, we evaluated management's valuation of Performance Shares with a market condition by:

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Cash and cash equivalents $ 167,428 $ 122,721

Short-term investments — 52,975

Accounts receivable, less allowance for credit losses of $ 750 and $ 550

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Accrued liabilities 53,089 45,587

Current lease liabilities

Other current liabilities 3,121 2,805

Total current liabilities 81,520 73,424

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Additional paid-in capital 904,522 863,710

Accumulated other comprehensive loss ( 1,035 ) ( 993 )

Accumulated other comprehensive income (loss) 566 ( 1,035 )

Accumulated deficit ( 413,203 ) ( 401,755 )

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— ( 1,362 ) —

Other ( 326 ) ( 31 ) ( 537 )

Other income (expense) 683 ( 326 ) ( 31 )

Loss before income tax expense

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47,750 46,965 46,309

Comprehensive (loss) income:

Unrealized gain (loss) on investments $ 800 $ 2,898 $ ( 2,811 )

Comprehensive income (loss):

Unrealized gain on investments $ — $ 800 $ 2,898

Foreign currency translation adjustment 1,601 ( 842 ) 205

Other comprehensive (loss) income

( 42 ) 3,103 ( 3,148 )

Other comprehensive income (loss) 1,601 ( 42 ) 3,103

( 11,448 ) ( 44,698 ) ( 30,438 )

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Comprehensive

(Loss) Income

Income (Loss)

Stockholders’

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Share-based employee compensation expense — — 35,728 — — 35,728

Other comprehensive loss — — — — ( 3,148 ) ( 3,148 )

Other comprehensive income — — — — 3,103 3,103

— — — ( 30,438 ) — ( 30,438 )

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Share-based employee compensation expense — — 40,405 — — 40,405

Other comprehensive income

— — — — 3,103 3,103

Other comprehensive loss — — — — ( 42 ) ( 42 )

Net loss — — — ( 44,698 ) — ( 44,698 )

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Share-based employee compensation expense — — 44,685 — — 44,685

Other comprehensive loss

— — — — ( 42 ) ( 42 )

Other comprehensive income — — — — 1,601 1,601

Net loss — — — ( 11,448 ) — ( 11,448 )

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$ ( 11,448 ) $ ( 44,698 ) $ ( 30,438 )

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Adjustments to reconcile net loss to net cash provided by operating activities:

Share-based compensation expense 44,685 40,405 35,728

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Acquired in-process research and development expense

6,000 12,000 —

Loss on debt extinguishment

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Other noncurrent assets and liabilities ( 2,129 ) ( 1,036 ) ( 1,193 )

Net cash provided by (used in) operating activities

12,204 4,484 ( 22,141 )

Net cash provided by operating activities 57,334 12,204 4,484

Cash flows from investing activities:

Purchases of available-for-sale securities — — ( 24,637 )

Sales and maturities of available-for-sale securities — 53,668 63,815

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( 6,000 ) ( 12,000 ) ( 30,000 )

Net cash provided by investing activities

30,234 21,817 44,006

Proceeds from capital grant 500 — —

Net cash (used in) provided by investing activities ( 14,550 ) 30,234 21,817

Cash flows from financing activities:

Proceeds from revolving credit facility, net of financing costs

Payments on debt and leases

( 62,879 ) ( 992 ) ( 899 )

Payments on debt, leases and financing obligation ( 1,201 ) ( 62,879 ) ( 992 )

Proceeds from financing obligation 6,250 — —

Payment of financing costs and bank fees

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Proceeds from issuance of common stock under employee stock purchase plan 5,923 5,064 5,261

Net cash used in financing activities

( 3,603 ) ( 32 ) ( 7,059 )

Net cash provided by (used in) financing activities 1,176 ( 3,603 ) ( 32 )

Effect of exchange rate changes on cash and cash equivalents 747 ( 424 ) ( 58 )

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Gains and losses are recognized using the specific identification method when securities are sold and are included in interest income.

The Company had no investments as of December 31, 2025 and 2024.

The gross realized gains or losses from sales of available-for-sale investments were not significant in the years ended December 31, 2025, 2024 and 2023.

Revenue Recognition — Revenue is generated primarily from the sale of medical devices.

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The Company’s history of write-offs has not been significant.

Recoveries are recognized when received as a reduction to the allowance for credit losses by decreasing bad debt expense.

The following

Recoveries are

ATRICURE, INC.

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(In Thousands, Except Per Share Amounts)

table provides a reconciliation of the changes in the allowance for estimated accounts receivable credit losses for the years ended December 31, 2024, 2023 and 2022:

recognized when received as a reduction to the allowance for credit losses by decreasing bad debt expense.

The following table provides a reconciliation of the changes in the allowance for estimated accounts receivable credit losses for the years ended December 31, 2025, 2024 and 2023:

Year Ended December 31,

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See Note 9 – Leases for further discussion.

Sale-and-Leaseback Transaction —Sale-and-leaseback transactions occur when a company sells assets to a third party and simultaneously leases them back.

The Company assesses the contract to identify if a sale occurred via transfer of control of the assets.

In cases where control has not transferred, the Company continues to recognize the underlying asset within Property and equipment, net within the consolidated balance sheets, which is then depreciated over the shorter of the remaining useful life or lease term.

Additionally, a financial liability is recognized and referred to as a financing obligation and is accounted for similarly to debt or finance leases.

Payments are recognized as a reduction of the financing obligation and interest expense using the effective interest method.

During the year ended December 31, 2025, the Company entered into one failed sale-and-leaseback transaction.

See additional discussion in Note 8 – Borrowings and Financing Obligation.

Other Income (Expense)— Other income (expense) consists primarily of foreign currency transaction gains and losses generated by settlements of intercompany balances denominated in Euros and customer invoices transacted in British Pounds, Australian Dollars and Canadian Dollars.

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Net Loss Per Share —Basic and diluted net loss per share is computed by dividing the net loss available to common stockholders by the weighted average number of common shares outstanding during the period.

Since the Company has experienced net losses for all periods presented, net loss per share exclude the effect of 2,583 , 1,668 and 1,292 stock options, restricted stock awards, restricted stock units, performance share awards, and performance share units as of December 31, 2024, 2023 and 2022 because they are anti-dilutive.

Therefore, the number of shares calculated for basic net loss per share is also used for the diluted net loss per share calculation.

Research and Development Costs — Research and development costs include compensation and other internal and external costs associated with the development and research of new and existing products or concepts, preclinical studies, clinical trials and studies, related regulatory activities, acquired in-process research and development (IPR&D), as well as amortization of technology assets.

Research and development costs are expensed as incurred.

Clinical trial costs and other

Since the Company has

ATRICURE, INC.

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(In Thousands, Except Per Share Amounts)

development costs incurred by third parties are expensed as contracted work is performed or over the expected service period.

experienced net losses for all periods presented, net loss per share excludes the effect of 2,621 , 2,583 and 1,668 stock options, restricted stock awards, restricted stock units, performance share awards, and performance share units as of December 31, 2025, 2024 and 2023 because they are anti-dilutive.

Therefore, the number of shares calculated for basic net loss per share is also used for the diluted net loss per share calculation.

Research and development costs are expensed as incurred.

Clinical trial costs and other development costs incurred by third parties are expensed as contracted work is performed or over the expected service period.

Acquired IPR&D expenses reflect the costs of externally developed IPR&D projects acquired in an asset acquisition that do not have an alternative future use.

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The value of the portion of an award that is ultimately expected to vest is recognized as expense over the service period.

Prior to January 1, 2023, the Company estimated forfeitures at the time of grant and revised them, as necessary, in subsequent periods as actual forfeitures differ from those estimates.

Effective January 1, 2023, the Company's policy was amended to account for forfeitures as they occur rather than estimating at the time of grant, and the effect on income from continuing operations and retained earnings is not significant.

The Company estimates the fair value of time-based options on the date of grant using the Black-Scholes option-pricing model (Black-Scholes model).

The Company’s determination of the fair value is affected by the Company’s stock price as well as several subjective assumptions, such as the Company’s expected stock price volatility over the term of the awards and actual and projected employee stock option exercise behaviors.

The Company estimates the fair value of restricted stock awards and restricted stock units based upon the grant date closing market price of the Company’s common stock.

The Company estimates the fair value of PSAs with a performance condition based on the closing stock price on the date of grant assuming the performance target will be achieved and may adjust expense over the performance period based on changes to estimates of performance target achievement.

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the expected volatility of the Company and market index stock performance over the performance period and the correlation coefficient of the daily returns for the Company and market index over the performance period.

The Company estimates the fair value of restricted stock awards and restricted stock units based upon the grant date closing market price of the Company’s common stock.

The Company estimates the fair value of time-based options on the date of grant using the Black-Scholes option-pricing model (Black-Scholes model).

The Company also has an employee stock purchase plan (ESPP) covering substantially all U.S.

employees of the Company.

Under the ESPP, shares of the Company’s common stock may be purchased at a discount.

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The chief operating decision maker for the Company is the Chief Executive Officer.

The Company has one business activity and operates as one operating segment:

the development, manufacture, and sale of devices used by cardiothoracic and thoracic surgeons in surgical procedures, designed primarily for the surgical ablation of cardiac tissue, the exclusion of the left atrial appendage, and to block pain by temporarily ablating peripheral nerves.

These devices are developed and marketed to a broad base of medical centers globally.

Management considers all such sales to be part of the single operating segment.

The Company has one business

ATRICURE, INC.

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(In Thousands, Except Per Share Amounts)

geographic area, for purposes of allocating resources and evaluating financial performance.

activity and operates as one operating segment:

the development, manufacture, and sale of devices used in surgical procedures, designed primarily for the surgical ablation of cardiac tissue, the exclusion of the left atrial appendage, and to block pain by temporarily ablating peripheral nerves.

These devices are developed and marketed to a broad base of medical centers globally.

Management considers all such sales to be part of the single operating segment.

The Chief Executive Officer is regularly provided with consolidated expenses consistent with the presented consolidated statements of operations, accompanied by information about revenue by product type and geographic area, for purposes of allocating resources and net loss is the measure used in evaluating financial performance.

Revenue by product type and geographic area is included at Note 11 - Revenue.

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The guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

The Company is currently evaluating the impact of adopting this standard on its consolidated financial statements and disclosures.

The Company is evaluating the impact of adopting this standard on its consolidated financial statements and disclosures.

In September 2025, the FASB issued ASU 2025-06, “Intangibles - Goodwill and Other - Internal-Use Software (Topic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software”.

This amendment modernizes and makes targeted improvements to the accounting for software costs found under Topic 350-40, effective for fiscal years and interim periods beginning after December 15, 2027, with early adoption permitted.

The Company is evaluating the impact of adopting this standard on its consolidated financial statements and disclosures.

In December 2025, the FASB issued ASU 2025-10, "Government Grants (Topic 832):

Accounting for Government Grants Received by Business Entities".

This amendment establishes authoritative guidance on the accounting for government grants received by business entities, effective for fiscal years and interim periods beginning after December 15, 2028, with early adoption permitted.

The Company is evaluating the impact of adopting this standard on its consolidated financial statements and disclosures.

FASB ASC 820, “Fair Value Measurements and Disclosures”, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

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The valuation technique for the Company’s Level 2 assets is based on quoted market prices for similar assets from observable pricing sources at the reporting date.

• Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date.

ATRICURE, INC.

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(In Thousands, Except Per Share Amounts)

• Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The following table represents the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2025:

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Money market funds $ 101,147 $ — $ — $ 101,147

Government and agency obligations 12,711 — — 12,711

Corporate bonds — 38,033 — 38,033

Asset-backed securities — 2,231 — 2,231

Total assets $ 101,147 $ — $ — $ 101,147

There were no changes in the levels or methodology of measurement of financial assets and liabilities during the year ended December 31, 2025.

The estimated fair value of money market funds transferred from a Level 2 fair value measurement to a Level 1 fair value measurement during the year ended December 31, 2024.

There were no changes in the levels or methodology of measurement of financial assets and liabilities during the years ended December 31, 2023.

Contingent Consideration-Business Combination.

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resulting in acquired in-process research and development (IPR&D).

The acquired IPR&D was expensed to research and development expense as we determined there was no alternative future use of the technologies acquired.

The acquired IPR&D was expensed to research and development expense as the Company determined there was no alternative future use of the technologies acquired.

The Cooperation Agreement also requires the Company to pay additional contingent consideration, settled in cash, with a maximum payout of $ 28,000 if all milestones are achieved successfully within the ten-year term as follows:

• Development Milestones - $ 3,000 to $ 15,000 for successful delivery of equipment for defined purposes at multiple dates within the next two years and is reduced for calendar days lapsed from delivery dates at specified rates.

• Development Milestones - $ 3,000 to $ 15,000 for successful delivery of equipment for defined purposes at multiple dates within the first two years of the contract and is reduced for calendar days lapsed from delivery dates at specified rates.

• Regulatory Approval Milestone - up to $ 13,000 for First Market Authorization in the United States, as defined in the Cooperation Agreement.

The contingent consideration will be expensed when each milestone is paid or becomes payable as a result of achievement.

As of December 31, 2024, the milestones were not yet achieved and, therefore, there is no financial impact during the period.

The contingent consideration will be expensed when each milestone becomes payable as a result of achievement.

Milestone payments made under this agreement were $ 6,000 for the year ended December 31, 2025 and included as a component of research and development expense.

During the year ended December 31, 2024, no milestones were achieved resulting in no financial impact to the Company.

The agreement also contains provisions requiring future royalty payments on devices incorporating co-developed technology upon commercialization.

The Company had no i nvestments as of December 31, 2024.

Investments as of December 31, 2023 consisted of the following:

Cost Basis Unrealized

Losses Fair Value

Corporate bonds $ 38,514 $ ( 481 ) $ 38,033

Government and agency obligations 12,998 ( 287 ) 12,711

Asset-backed securities 2,263 ( 32 ) 2,231

Total $ 53,775 $ ( 800 ) $ 52,975

The gross realized gains or losses from sales of available-for-sale investments were not significant in the years ended December 31, 2024, 2023 and 2022.

INTANGIBLE ASSETS AND GOODWILL

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Total $ 53,089 $ 45,587

On January 5, 2024, the Company entered into an asset-based credit agreement (Credit Agreement) among the Borrowers, JPMorgan Chase Bank, N.A., as administrative agent, and JPMorgan Chase Bank, N.A., as bookrunner and lead arranger (JPMCB), and Silicon Valley Bank, a Division of First-Citizen Bank & Trust Company, as Joint Lead Arrangers and Joint Bookrunners, and the lenders party thereto (Lenders).

BORROWINGS AND FINANCING OBLIGATION

Asset backed revolving credit facility.

The Company has an asset-based credit agreement (Credit Agreement) among the Borrowers, JPMorgan Chase Bank, N.A., as administrative agent, and JPMorgan Chase Bank, N.A., as bookrunner and lead arranger (JPMCB), and Silicon Valley Bank, a Division of First-Citizen Bank & Trust Company, as Joint Lead Arrangers and Joint Bookrunners, and the lenders party thereto (Lenders).

The Credit Agreement provides for an asset based revolving credit facility (ABL Facility) in an amount of up to $ 125,000 .

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Any such swingline loans will reduce availability under the ABL Facility on a dollar-for-dollar basis.

At closing, the Company borrowed $ 61,865 .

At the initial closing, the Company borrowed $ 61,865 .

The proceeds of the ABL Facility were used to terminate the Company’s outstanding indebtedness and final fee under its then-existing Loan and Security Agreement with Silicon Valley Bank (SVB Loan Agreement).

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The resulting loss on debt extinguishment is $ 1,362 .

The Credit Agreement has a three-year term, and all outstanding borrowings are due upon maturity of the Credit Agreement on January 5, 2027.

Through January 2025, the Company's required minimum utilization of the ABL facility is 40 % of the aggregate revolving commitment or $ 50,000 .

Through January 2025, the Company's required minimum utilization of the ABL facility was 40 % of the aggregate revolving commitment or $ 50,000 .

This minimum utilization requirement was removed in connection with the First Amendment to Credit Agreement (as further described below).

Subject to customary exceptions and restrictions, the Company may voluntarily prepay outstanding amounts under the ABL Facility at any time thereafter without premium or penalty.

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The Credit Agreement contains mandatory prepayment provisions which require prepayment of amounts outstanding under the ABL Facility upon specified events or Availability shortfall.

The ABL facility is subject to a facility fee of 0.37 % per annum of the daily available revolving commitment and paid on a quarterly basis.

The ABL facility is subject to a commitment fee of 0.37 % per annum of the daily available revolving commitment and paid on a quarterly basis.

Outstanding amounts under the Credit Agreement bear interest at a rate per annum equal to, at the Company's election:

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Alternate base rate is equal to the greatest of Prime, the NYFRB Rate plus 0.50 % and Adjusted Term SOFR Rate plus 1.00 %.

The applicable margin on borrowings will adjust ranging 1.50 % to 1.75 % per annum for ABR borrowings and from 2.50 % to 2.75 % per annum for SOFR term borrowings determined by the average historical excess availability.

The applicable margin on borrowings will adjust ranging from 1.50 % to 1.75 % per annum for ABR borrowings and from 2.50 % to 2.75 % per annum for SOFR term borrowings determined by the average historical excess availability.

Participation and fronting fees are accrued and paid on a quarterly basis.

As of December 31, 2025, the effective interest rate on the ABL Facility was 6.59 %.

The ABL Facility is secured by the assets of the Company, whether consisting of personal, tangible or intangible property, including specified all of the outstanding equity interests of the Company’s direct subsidiaries, subject to limitations specified in the Credit Agreement.

The Credit Agreement contains customary representations and warranties, events of default and financial, affirmative and negative covenants for facilities of this type, including but not limited to financial covenants relating to a fixed charge coverage ratio, a minimum liquidity requirement and a minimum excess availability requirement, and restrictions on indebtedness, liens, investments and acquisitions, asset dispositions, specified agreements, restricted payments and prepayment of certain indebtedness.

The ABL Facility is secured by the assets of the Company, consisting of personal, tangible or intangible property, including certain outstanding equity interests of the Company’s direct subsidiaries, subject to limitations specified in the Credit Agreement.

The Credit Agreement contains customary representations and warranties, events of default and financial, affirmative and negative covenants for facilities of this type, including but not limited to financial covenants relating to a fixed charge coverage ratio and a minimum excess availability requirement, and restrictions on indebtedness, liens, investments and acquisitions, asset dispositions, specified agreements, restricted payments and prepayment of certain indebtedness.

ATRICURE, INC.

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(In Thousands, Except Per Share Amounts)

Future maturities of debt are projected as follows:

First Amendment to Credit Agreement.

On January 9, 2026, the Company entered into a First Amendment to Credit Agreement (First Amendment).

The First Amendment provides a three-year extension of the term of the Credit Agreement, and all outstanding borrowings are due upon maturity of the Credit Agreement on January 9, 2029.

The First Amendment provides for a reduction in the overall interest rate on the loans under the ABL Facility.

The applicable margin on borrowings will adjust ranging from 1.25 % to 1.50 % per annum for ABR borrowings and from 2.25 % to 2.50 % per annum for SOFR term borrowings determined by the average historical excess availability.

The First Amendment removes the minimum utilization financial covenant in addition to certain other loan administration updates.

At the time of closing, the Company paid down $ 865 of borrowings and had $ 62,750 available borrowing capacity under the ABL Facility.

The First Amendment was treated as a debt modification.

Borrowings outstanding under the existing Credit Agreement have been classified as long-term in the Consolidated Balance Sheet as of December 31, 2025.

Future maturities of debt, after consideration of the First Amendment to Credit Agreement on January 9, 2026, are projected as follows:

Total long-term debt, of which $ 61,000 is noncurrent.

Financing obligation.

In August 2025, the Company transferred legal ownership of a building and certain real property on its corporate headquarters campus in Mason, Ohio for cash consideration of $ 6,250 .

Simultaneously, the Company entered into a contract to lease back the existing building and real property, as well as the planned building expansion space from the buyer-lessor.

The buyer-lessor is financing the development and construction of the expansion of additional manufacturing and office space.

During construction of the expansion, the Company will maintain occupancy and pay rent for the existing building.

Upon construction completion, the expanded premises will be leased for fifteen years with three five-year options to renew.

Annual rental payments will be calculated at an amount equal to 8 % of the construction costs and will escalate 3 % annually.

Rental payments will be allocated between the existing and the expanded property based on the relative fair value upon construction completion.

Expansion rental payments are projected to be $ 38,469 for the fifteen year lease term expected to begin during 2026.

The classification of the lease related to the expansion will be assessed upon completion of construction.

Rental payments will be finalized upon completion of the expansion construction.

Estimated rental payments for the expansion over the next five annual periods are as follows:

The lease of the existing building and certain real property sold is a failed sale-and-leaseback as a result of finance lease classification.

The Company established a financing obligation equal to the $ 6,250 cash proceeds received.

The Company allocated projected rental payments during the term of construction and fifteen-year lease term based on the estimated fair value of the existing real property assets and future expansion.

The company imputes interest monthly at a

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

rate of 6.76 %.

During the year ended December 31, 2025, interest expense was not significant.

Future maturities of the financing obligation are projected as follows:

2031 and thereafter 5,485

Total long-term financing obligation, of which $ 81 is current

The financing obligation is included in Other current liabilities and Other noncurrent liabilities on the Condensed Consolidated Balance Sheet.

The Company has operating and finance leases for office, manufacturing and warehouse facilities and automobiles.

The Company’s leases have remaining lease terms of one to eight years .

The Company’s leases have remaining lease terms of one to ten years .

Options to renew or extend leases beyond their initial term have been excluded from measurement of the ROU assets and lease liabilities as exercise is not reasonably certain.

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Total finance lease cost $ 1,604 $ 1,673 $ 1,693

Short term lease expense was not significant for the twelve months ended December 31, 2024, 2023 and 2022.

Short term lease expense was not significant for the years ended December 31, 2025, 2024 and 2023.

ATRICURE, INC.

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License Agreements.

In 2024, we entered into an exclusive licensing agreement (Cooperation Agreement) to co-develop and commercialize equipment incorporating pulsed field ablation (PFA) technology.

In 2024, the Company entered into an exclusive licensing agreement (Cooperation Agreement) to co-develop and commercialize equipment incorporating pulsed field ablation (PFA) technology.

The Company paid cash of $ 12,000 for the exclusive license of related intellectual property.

The agreement also contains provisions requiring future royalty payments on devices incorporating co-developed technology upon commercialization.

The agreement contains provisions requiring future royalty payments on devices incorporating co-developed technology upon commercialization.

See Note 3 – Asset Acquisition for further information.

1 unchanged sentence

In May 2023, the Company entered into an agreement that terminated the license agreement and the Company's obligations to make royalty payments.

See Legal section below for additional information.

There was no royalty expense for the year ended December 31, 2024.

Royalty expense was $ 1,333 and $ 3,264 for the years ended December 31, 2023 and 2022.

The Company made a one-time payment of $ 33,400 for the acquisition of patents and other intellectual property.

The amount paid, together with transaction costs, was allocated between the acquired intangible asset, the release of payment for royalty obligations and legal expenses.

The intangible asset was assigned a value of $ 30,000 and is being amortized over an estimated useful life of 5 years.

There was no royalty expense for the years ended December 31, 2025 and 2024.

Royalty expense was $ 1,333 for the year ended December 31, 2023.

Purchase Commitments.

3 unchanged sentences

The terms of the agreement require payments upon achievement of various enrollment and project milestones over the estimated ten-year term, yet the agreement may be terminated early for any reason.

Furthermore, we incur additional variable costs, including pass through costs from clinical trial sites.

Furthermore, the Company incurs additional variable costs, including pass through costs from clinical trial sites.

Payments made under this agreement were $ 13,379 , $ 12,471 , and $ 5,636 for the years ended December 31, 2025, 2024, and 2023.

In August 2025, the Company entered into a non-cancellable cloud computing arrangement with a term of seven years requiring total payments of $ 3,616 .

Payments under this agreement will begin March 2026.

The Company may, from time to time, become a party to legal proceedings which are subject to many uncertainties.

3 unchanged sentences

The Company recognizes income from a favorable resolution of legal proceedings when the associated cash or assets are received.

On February 7, 2025, representatives for former securityholders of SentreHEART, Inc.

filed a complaint in the Delaware Court of Chancery naming the Company as a defendant.

On February 7, 2025, the representative for former securityholders of SentreHEART, Inc.

filed a complaint in the Delaware Court of Chancery naming the Company as a defendant, and on May 23, 2025 filed a first amended complaint.

The Company acquired SentreHEART, Inc.

1 unchanged sentence

The merger agreement provides for contingent consideration to be paid upon achievement of specified PMA and CPT reimbursement milestones by specified dates.

The complaint alleges breach of contract and a related claim for breach of the implied covenant of good faith and fair dealing resulting from the Company's alleged failure to use commercially reasonable efforts to obtain premarket approval from FDA for the LARIAT System.

The complaint seeks damages in the amount of the original PMA and CPT reimbursement milestones of up to $ 260,000 plus interest.

The amended complaint alleges breach of contract and a related claim for breach of the implied covenant of good faith and fair dealing resulting from the Company's alleged failure to use commercially reasonable efforts to obtain premarket approval from FDA for the LARIAT System.

The amended complaint seeks damages in the amount of the original PMA and CPT reimbursement milestones of up to $ 260,000 plus interest.

The Company intends to vigorously defend this claim.

A liability has not been recognized related to this matter because any potential loss is not currently probable or reasonably estimable.

The Company received a Civil Investigative Demand (CID) from the U.S.

Department of Justice (USDOJ) in December 2017 stating that it is investigating the Company to determine whether the Company has violated the False Claims Act, relating to the promotion of certain medical devices related to the treatment of atrial fibrillation for off-label use and submitted or caused to be submitted false claims to certain federal and state health care programs for medically unnecessary healthcare services.

In March 2021, USDOJ informed the Company that its investigation was based on a lawsuit brought on behalf of the United States and various state and local governments under the qui tam provisions of federal and certain state and local False Claims Acts.

Although the USDOJ and all of the state and local governments declined to intervene, the relator continued to pursue the case.

During the third quarter of 2022, the relator filed a Fourth Amended Complaint, which alleged that the Company paid illegal kickbacks.

In September 2024, the District Court granted the Company's motion to dismiss the Fourth Amended Complaint and denied the relator's request for leave to further amend the complaint.

On August 23, 2022, the Cleveland Clinic Foundation (Clinic) and IDx Medical, Ltd.

(IDx) filed a Demand for Arbitration against the Company with the American Arbitration Association (AAA), alleging that the Company breached certain provisions of the 2003 License Agreement, among the Company, Clinic and IDx (License Agreement).

Clinic and IDx alleged that the Company did not include the revenues from sales of certain products in its royalty payments due under the License Agreement, and the Company did not provide related notices required under the License Agreement.

The Company filed its Answering Statement and Counterclaims to the allegations in September 2022, denying each claim.

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

May 2023, the Company entered into an Assignment and Agreement Regarding IDx and CCF Intellectual Property (Assignment Agreement) with Clinic and IDx.

Pursuant to the Assignment Agreement, during the second quarter of 2023, the Company made a one-time payment of $ 33,400 to Clinic and IDx for the acquisition of patents and other intellectual property.

The Assignment Agreement also required dismissal of the arbitration and release of payment for royalty obligations due to Clinic and IDx under the License Agreement after March 31, 2023.

The amount paid, together with transaction costs, was allocated between the acquired intangible asset, the release of payment for royalty obligations and the settlement of the dispute.

The intangible asset was assigned a value of $ 30,000 and is being amortized over an estimated useful life of 5 years.

The release of the royalty obligations was valued at $ 432 .

The remaining $ 3,088 was allocated to the settlement and is included in selling, general and administrative expenses for the twelve months ended December 31, 2023.

During the first quarter of 2023, the Company entered into a legal settlement of $ 7,500 in connection with the settlement of claims filed against a competitor.

The Company recorded a $ 7,500 gain for the twelve months ended December 31, 2023 for the proceeds received as a reduction to selling, general and administrative expenses.

The Company recorded a $ 7,500 gain for the year ended December 31, 2023 for the proceeds received as a reduction to selling, general and administrative expenses.

The Company develops, manufactures and sells devices designed primarily for surgical ablation of cardiac tissue, exclusion of the left atrial appendage, and temporarily blocking pain by ablating peripheral nerves.

1 unchanged sentence

The Company recognizes revenue when control of promised goods is transferred to customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods.

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

United States revenue by product type is as follows:

20 unchanged sentences

Total Revenue $ 534,528 $ 465,307 $ 399,245

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

The Company files federal, state and foreign income tax returns in jurisdictions with varying statutes of limitations.

The Company uses the asset and liability method in accordance with FASB ASC 740, “Income Taxes”, under which deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities.

The Company uses the asset and liability method under which deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities.

Deferred taxes are measured using provisions of currently enacted tax laws.

1 unchanged sentence

The Company's valuation allowance offsets substantially all its net deferred tax assets as it is more likely than not that the benefit of the deferred tax assets will not be recognized in future periods.

On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was signed into law.

Key elements of the Tax Cuts and Jobs Act of 2017 are made permanent under the OBBBA, including 100% bonus depreciation, domestic research cost expensing and the business interest expense limitation.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others effective in 2026 or 2027.

FASB ASC 740, "Income Taxes", requires the effects of changes in tax rates and laws on tax balances to be recognized in the period in which the legislation is enacted.

As the Company maintains a full valuation allowance on its U.S.

deferred tax assets, the legislation did not have a material impact on the income tax expense or effective tax rate for the year ended December 31, 2025.

The Company’s pre-tax book loss for domestic and international operations was $ 8,811 and $ 1,352 for 2025, $ 36,983 and $ 6,691 for 2024, and $ 17,822 and $ 12,025 for 2023.

The Company had undistributed earnings of foreign subsidiaries of approximately $ 774 at December 31, 2025.

The Company does not consider these earnings as permanently reinvested but has determined that any related deferred taxes upon repatriation would be offset by our valuation allowance.

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

The Company’s provision for income taxes for each of the years ended December 31 is as follows:

30 unchanged sentences

Net deferred tax assets $ 75 $ 18

Provisions enacted in the Tax Cut and Jobs Act of 2017 related to the capitalization of research and experimental expenditures for tax purposes became effective on January 1, 2022.

These provisions require the Company to capitalize and

ATRICURE, INC.

2 unchanged sentences

(In Thousands, Except Per Share Amounts)

amortize research and experimental expenditures for tax purposes over five or fifteen years , depending on where research is conducted.

The Company has federal net operating loss carryforwards of $ 216,156 which expire between 2025 and 2037 and $ 175,758 which have no expiration.

The Company has state and local net operating loss carryforwards of $ 251,677 which expire between 2025 to 2044.

A portion of the Company’s federal and state net operating loss carryforwards are subject to certain limitations under Internal Revenue Code Sections 382 and 383.

The Company has federal research and development credit carryforwards of $ 18,181 which expire between 2025 and 2044.

Additionally, the Company has foreign net operating loss carryforwards of approximately $ 79,662 which have no expiration.

The Company’s 2025 effective income tax rate differs from the federal statutory rate as follows:

Federal tax at statutory rate 21.0 % $ ( 2,134 )

Nontaxable or nondeductible items

Officer compensation disallowance ( 19.0 ) 1,927

Share-Based Payment Awards ( 19.7 ) 2,003

50% meals disallowance ( 7.1 ) 721

Other 0.9 ( 96 )

Changes in valuation allowance ( 12.0 ) 1,215

Federal R&D tax credit 38.5 ( 3,908 )

State & local income taxes, net of federal income tax effect †

Foreign tax effects

Change in valuation allowance ( 11.9 ) 1,212

Deferred adjustments 5.0 ( 507 )

Statutory rate difference 1.3 ( 131 )

Other foreign jurisdictions ( 3.9 ) 394

Effect of cross-border tax laws ( 0.2 ) % 24

Effective tax rate ( 12.6 ) % $ 1,285

California, Texas and Pennsylvania make up the majority (greater than 50%) of the tax effect in this category.

The Company's 2024 and 2023 effective income tax rates differ from the federal statutory rate as follows:

2024 2023 2022

Federal tax at statutory rate 21.0 % $ ( 9,171 ) 21.0 % $ ( 6,268 )

6 unchanged sentences

Effective tax rate ( 2.3 ) % $ 1,024 ( 2.0 ) % $ 591

The Company’s pre-tax book loss for domestic and international operations was $ 36,983 and $ 6,691 for 2024, $ 17,822 and $ 12,025 for 2023, and $ 38,008 and $ 8,190 for 2022.

The Company had undistributed earnings of foreign subsidiaries of approximately $ 609 at December 31, 2024.

The Company does not consider these earnings as permanently reinvested and has determined that no current and deferred taxes are required on such amounts.

The Company has federal net operating loss carryforwards of $ 216,111 which expire between 2029 and 2037 and $ 175,808 which have no expiration.

The Company has state and local net operating loss carryforwards of $ 229,449 which expire between 2026 to 2045.

A portion of the Company’s federal and state net operating loss carryforwards are subject to certain limitations under Internal Revenue Code Sections 382 and 383.

The Company has federal research and development credit carryforwards of $ 22,089 which expire between 2026 and 2045.

Additionally, the Company has foreign net operating loss carryforwards of $ 84,431 which have no expiration.

The Company's federal, state, local and foreign tax returns are routinely subject to review by various taxing authorities.

3 unchanged sentences

The Company has not recognized certain tax benefits because of the uncertainty of realizing the entire value of the tax position taken on income tax returns upon review by the taxing authorities.

The Company has not accrued any interest and penalties related to unrecognized income tax benefits as a result of offsetting net operating losses.

The Company has not accrued any interest and penalties related to unrecognized

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

income tax benefits as a result of offsetting net operating losses.

However, if required, the Company will recognize interest and penalties within income tax expense and within the related tax liability.

7 unchanged sentences

Balance at the end of the year $ 1,218 $ 1,514 $ 1,672

The balance of unrecognized tax benefits at December 31, 2024, 2023 and 2022 includes $ 1,514 , $ 1,672 and $ 1,762 of tax benefits that, if recognized, would result in adjustments to other tax accounts, primarily deferred taxes and valuation allowance.

The Company does not expect that its unrecognized tax benefits for research credits will significantly change within twelve months of December 31, 2024.

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

The balance of unrecognized tax benefits, as disclosed above, would result in adjustments to deferred taxes and related valuation allowances

Income taxes paid (net of refunds) was $ 1,290 for the year ended December 31, 2025.

The following jurisdictions exceeded 5% of total income taxes paid (net of refunds) in 2025:

California 213

Pennsylvania 118

United Kingdom 225

EMPLOYEE BENEFIT PLANS

1 unchanged sentence

401(k) Plan (401(k) Plan), a defined contribution plan covering substantially all U.S.

employees of the Company.

Eligible employees may contribute pre- or post-tax annual compensation up to specified maximums under the Internal Revenue Code.

During the years ended December 31, 2024, 2023 and 2022, the Company matching contribution was 50 % on the first 8 % of employee contributions to the 401(k) Plan.

The Company’s matching contributions in 2024, 2023 and 2022 were $ 5,477 , $ 4,949 and $ 4,447 .

The Company matches 50 % on the first 8 % of employee contributions to the 401(k) Plan.

The Company’s matching contributions were $ 6,157 , $ 5,477 and $ 4,949 in 2025, 2024 and 2023.

Additional amounts may be contributed to the 401(k) Plan at the discretion of the Company’s Board of Directors;

7 unchanged sentences

Under the 2023 Plan, the Board of Directors may grant restricted stock awards or restricted stock units (collectively RSAs), nonstatutory stock options, performance share awards, performance share units or stock appreciation rights to Company employees, directors and consultants, and may grant incentive stock options to Company employees.

The Compensation Committee of the Board of Directors, as the administrator of the 2023 Plan, has the authority to determine the terms of any awards, including the number of shares subject to each award, the exercisability of the awards and the form of consideration.

The Compensation Committee of the Board of Directors, as the administrator of the 2023 Plan, has the authority to determine

ATRICURE, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

(In Thousands, Except Per Share Amounts)

the terms of any awards, including the number of shares subject to each award, the exercisability of the awards and the form of consideration.

As of December 31, 2025, 5,787 shares of common stock had been reserved for issuance under the 2023 Plan and 3,157 shares were available for future grants.

10 unchanged sentences

The number of shares that vest and are issued to the recipient is based upon the Company’s performance with respect to specified targets at the end of the three-year performance period.

PSAs have two weighted performance targets:

(i) the Company’s compound annual revenue growth rate (CAGR), a performance condition and (ii) relative total shareholder return (TSR), a market condition, both measured over the three-year performance period.

TSR is measured against the NASDAQ Health Care Index constituents and the 20 -trading-day average stock price prior to the start and end of the performance period.

PSAs outstanding as of December 31, 2024 have payout opportunities ranging from 0 % to 300 % of the target amount.

PSAs granted in 2022 are weighted 60 % on the CAGR performance target and 40 % on the TSR performance target.

PSAs granted since 2023 are weighted 75 % on the CAGR performance target and 25 % on the TSR performance target.

These ranges are used to determine the number of shares that will be issuable when the award vests.

Each target has a range of payouts that are used to determine the number of shares that will be issuable when the award vests.

The performance and market condition payouts will be determined independently and accumulated to determine the total payout for the three-year performance period, subject to the maximum payout defined in the PSA agreements.

All or a portion of the PSAs may vest following a change of control or a termination of service by reason of death or disability.

PSAs granted in 2025 have three weighted performance targets measured over a three-year performance period:

(i) the Company’s compound annual revenue growth rate (CAGR) in constant currency, a performance condition, (ii) percentage increase in Adjusted EBITDA over base year, a performance condition, and (iii) relative total shareholder return (TSR), a market condition.

Adjusted EBITDA is calculated as net income/loss before other income/expense (including interest), income tax expense, depreciation and amortization expense, share-based compensation expense and non-recurring charges that are not reflective of the operational results of the Company's core business and may affect comparability of results period-over-period.

Adjusted EBITDA specifically excludes PFA co-development upfront and milestone payments.

TSR is measured against the NASDAQ Health Care Index constituents and the 20 -trading-day average stock price prior to the start and end of the performance period.

The 2025 PSAs are weighted 50 % on the CAGR performance target, 30 % on the Adjusted EBITDA target, and 20 % on the TSR performance target.

PSAs granted in 2025 have payout opportunities ranging from 0 % to 200 % of the target amount.

PSAs awarded prior to 2025 have two weighted performance targets measured over a three-year performance period:

(i) the Company’s compound annual revenue growth rate (CAGR), a performance condition and (ii) relative total shareholder return (TSR), a market condition.

PSAs granted in 2023 and 2024 are weighted 75 % on the CAGR performance target and 25 % on the TSR performance target and have payout opportunities ranging from 0 % to 300 % of the target amount.

During 2024, the Compensation Committee approved the grant of Performance Share Units (PSUs) to the Company's President and Chief Executive Officer.

1 unchanged sentence

The number of shares that vest and are issued are based on the attainment of specified stock prices over three measurement periods over a four year period.

PSUs vest in defined tranches on the last day of the measurement period, subject to a market vesting condition upon the simple moving average of the closing share price during the 60 consecutive calendar days immediately prior to

PSUs that do not vest on the last day of the measurement period are forfeited.

PSUs may vest following termination of service by reason of death or disability or change in control based on the performance criteria achieved as of the termination date or in connection with the change in control as specified in the award agreement.

ATRICURE, INC.

2 unchanged sentences

(In Thousands, Except Per Share Amounts)

and including the measurement period date.

PSUs that do not vest on the last day of the measurement period are forfeited.

Performance share activity at target attainment under the plans during 2025 was as follows:

11 unchanged sentences

Stock price $ 38.74 $ 36.28 $ 38.81

Expected term (years) 2.8 to 4.0

2.8 2.6 to 2.8

Expected term (years) 2.8

Company volatility 48.0 % 45.0 % 44.8 %

4 unchanged sentences

Risk-free interest rate 4.0 %

4.6 % 1.4 - 2.7 %

Dividend yield 0.0 % 0.0 % 0.0 %

44 unchanged sentences

Option expense was $ 0 , $ 328 , and $ 765 for the years ended December 31, 2025, 2024 and 2023.

As of December 31, 2024 there is no unrecognized compensation costs related to non-vested stock options.

As of December 31, 2025 there is no unrecognized compensation cost related to stock options.

ATRICURE, INC.

10 unchanged sentences

In addition to net losses, comprehensive loss includes foreign currency translation adjustments and unrealized losses on investments.

Accumulated other comprehensive loss consisted of the following, net of tax:

Accumulated other comprehensive income (loss) consisted of the following, net of tax:

2025 2024 2023

9 unchanged sentences

Other comprehensive income (loss) before reclassifications 2,306 ( 951 ) 154

Amounts reclassified from accumulated other comprehensive loss to other income (expense)

Amounts reclassified from accumulated other comprehensive income (loss) to other income (expense) ( 705 ) 109 51

Balance at end of period $ 566 $ ( 1,035 ) $ ( 193 )

Total accumulated other comprehensive loss at end of period $ ( 1,035 ) $ ( 993 ) $ ( 4,096 )

Total accumulated other comprehensive income (loss) at end of period $ 566 $ ( 1,035 ) $ ( 993 )

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data