TACTILE SYSTEMS TECHNOLOGY INC 10-Q

Item 5. Other Information. Trading Arrangements On May 15, 2024 , Kristie T. Burns , our Senior VP Marketing and Clinical Affairs , adopted a pre-arranged trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. This plan provides for the sale of up to 7,444 shares of our common stock in the aggregate and terminates on the earlier of the close of market on August 26, 2025 , or the date all shares are sold thereunder. On May 28, 2024 , William W. Burke , Chairman of our Board of Directors , adopted a pre-arranged trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. This plan provides for the sale of up to 7,013 shares of our common stock in the aggregate and terminates on the earlier of the close of market on December 31, 2025 , or the date all shares are sold thereunder. On June 10, 2024 , Elaine M. Birkemeyer , Chief Financial Officer , adopted a pre-arranged trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. This plan provides for the sale of up to 84,848 shares of our common stock in the aggregate and terminates on the earlier of the close of market on December 31, 2027 , or the date all shares are sold thereunder. On June 10, 2024 , Daniel L. Reuvers , former Chief Executive Officer and current member of our Board of Directors , adopted a pre-arranged trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. This plan provides for the sale of up to 130,564 shares of our common stock in 33 Table of Contents the aggregate and terminates on the earlier of the close of market on December 31, 2025 , or the date all shares are sold thereunder. During the quarter ended June 30, 2024, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c) of the Exchange Act or any non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K). Item 6. Exhibits. The exhibits filed as part of this Quarterly Report on Form 10-Q are set forth on the Exhibit Index below. ​ 34 Table of Contents EXHIBIT INDEX ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Incorporated by Reference ​ ​ Exhibit ​ ​ ​ ​ ​ ​ Exhibit Filed Number ​ Description of Exhibit ​ Form Date of Filing ​ Number ​ Herewith ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 3.1 ​ Amended and Restated Certificate of Incorporation, as amended through May 9, 2019 ​ 8-K ​ 05/09/2019 ​ 3.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 3.2 ​ Certificate of Amendment to Amended and Restated Certificate of Incorporation, dated May 8, 2024 ​ 8-K ​ 05/09/2024 ​ 3.1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 3.3 ​ Amended and Restated Certificate of Incorporation, conformed version reflecting all amendments through May 8, 2024 ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 3.4 ​ Amended and Restated By-laws, effective December 19, 2022 ​ 10-K ​ 02/21/2023 ​ 3.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 10.1 ​ Offer Letter between Sheri L. Dodd and Tactile Systems Technology, Inc., dated April 23, 2024 ​ 8-K ​ 04/23/2024 ​ 10.1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 10.2 ​ Form of Confidentiality, Assignment of Intellectual Property and Restrictive Covenants Agreement ​ 8-K ​ 04/23/2024 ​ 10.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 10.3 ​ Transition Letter Agreement between Daniel L. Reuvers and Tactile Systems Technology, Inc., dated April 23, 2024 ​ 8-K ​ 04/23/2024 ​ 10.4 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 10.4 ​ Clarification Letter between Daniel L. Reuvers and Tactile Systems Technology, Inc., dated June 20, 2024 ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 31.1 ​ Certification of Principal Executive Officer pursuant to Rule 13a-14(a) / 15d-14(a) of the Securities Exchange Act of 1934, as amended ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 31.2 ​ Certification of Principal Financial Officer pursuant to Rule 13a-14(a) / 15d-14(a) of the Securities Exchange Act of 1934, as amended ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 32.1 ​ Certification of Principal Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 32.2 ​ Certification of Principal Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 101.1 ​ Inline XBRL for the following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024: (i) Balance Sheets, (ii) Statements of Operations, (iii) Statements of Stockholders’ Equity, (iv) Statements of Cash Flows, and (v) Notes to the Condensed Consolidated Financial Statements; and for the information set forth in Part II, Item 5. ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 104.1 ​ Cover page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.1) ​ ​ ​ ​ ​ ​ ​ X ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 35 Table of Contents ​ SIGNATURES Pursuant to the requirements 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. ​ ​ ​ Tactile Systems Technology, Inc. ​ ​ ​ Date: August 5, 2024 ​ By: /s/ Elaine M. Birkemeyer ​ Elaine M. Birkemeyer ​ Chief Financial Officer ​ (Principal financial and accounting officer) ​ ​ 36