8-K

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 27, 2021

ELECTROMED,

INC.

(Exact Name of Registrant as Specified in Its Charter)

500Sixth Avenue NW

NewPrague, MN 56071

(Address of Principal Executive Offices)(Zip Code)

(952)

758-9299

(Registrant’s Telephone Number, Including Area Code)

Not

Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.                                                                                                                       Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

On May 27, 2021, Electromed, Inc. issued a press release announcing that its Board of Directors approved a share repurchase program authorizing the repurchase of up to $3.0 million of its outstanding common stock from time to time on the open market and in privately negotiated transactions. The amount and timing of share repurchases, if any, will depend upon market conditions and other corporate considerations. The share repurchase authorization is scheduled to expire on May 26, 2022.

The press release announcing the share repurchase authorization is filed as Exhibit 99.1 hereto.

(d) Exhibits:

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 hereunto duly authorized.

Exhibit 99.1

FORIMMEDIATE RELEASE

Electromed, Inc. Announces Authorizationof $3.0 Million Stock Repurchase Program

NewPrague, Minnesota – May 27, 2021 – Electromed, Inc. (“Electromed” or the “Company”) (NYSE American: ELMD), a leader in innovative airway clearance technologies, today announced that its Board of Directors has approved a $3.0 million stock repurchase authorization, effective as of May 26, 2021.

Under the authorization, the Company may repurchase common stock, par value $0.01 per share, with an aggregate value of up to $3.0 million through May 26, 2022. The authorization does not obligate the Company to repurchase any particular amount of common stock, and it could be modified, suspended, or discontinued at any time. Purchases of the Company’s common stock may be made in open market transactions effected through a broker-dealer at prevailing market prices, in block trades, or by other means in accordance with federal securities laws.

“Our strong balance sheet and positive cash flow have enabled us to invest in our business and to repurchase our common stock, which we believe is undervalued given our optimism for Electromed’s long-term growth prospects,” commented Kathleen Skarvan, President and Chief Executive Officer of Electromed.

This press release is for informational purposes only and is neither an offer to buy, nor the solicitation of an offer to sell, any securities.

AboutElectromed, Inc.

Electromed, Inc. manufactures, makes, and sells products that provide airway clearance therapy, including the SmartVest® Airway Clearance System, to patients with compromised pulmonary function. The Company is headquartered in New Prague, Minnesota and was founded in 1992. Further information about the Company can be found at www.smartvest.com.

CautionaryStatements

Certainstatements in this press release constitute forward-looking statements as defined in the U.S. Private Securities Litigation ReformAct of 1995. Forward-looking statements can generally be identified by words such as “believe,” “intend,”“may,” “potential,” “should,” “will,” and similar expressions, including the negativeof these terms, but they are not the exclusive means of identifying such statements. Forward-looking statements cannot be guaranteed,and actual results may vary materially due to the uncertainties and risks, known or unknown associated with such statements. Examplesof risks and uncertainties for the Company include, but are not limited to, the duration, extent and severity of the COVID-19pandemic, including its effects on our business, operations and employees as well as its impact on our customers and distributionchannels and on economies and markets more generally; the competitive nature of our market; changes to Medicare, Medicaid, orprivate insurance reimbursement policies; changes to state and federal health care laws; changes affecting the medical deviceindustry; our ability to develop new sales channels for our products such as the Home Care distributor channel; our need to maintainregulatory compliance and to gain future regulatory approvals and clearances; new drug or pharmaceutical discoveries; generaleconomic and business conditions; our ability to renew our line of credit or obtain additional credit as necessary; our abilityto protect and expand our intellectual property portfolio; the risks associated with expansion into international markets, aswell as other factors we may describe from time to time in the Company’s reports filed with the Securities and ExchangeCommission (including the Company’s most recent Annual Report on Form 10-K, as amended from time to time, and subsequentQuarterly Reports on Form 10-Q and Current Reports on Form 8-K). Investors should not consider any list of such factors to bean exhaustive statement of all of the risks, uncertainties or potentially inaccurate assumptions investors should take into accountwhen making investment decisions. Shareholders and other readers should not place undue reliance on “forward-looking statements,”as such statements speak only as of the date of this press release. We undertake no obligation to update them in light of newinformation or future events.