SI-BONE, Inc 8-K, filed Sep 11, 2026
SI-BONE, Inc. (SIBN)
8-K
2026-09-11
For: 2026-08-21
View Original
Added on
September 11, 2026
About this 8-K
SI-BONE, Inc filed this 8-K on September 11, 2026, reporting on events of August 21, 2026.
Items reported
- Item 1.01: Entered into a material agreement
- Item 2.03: New debt or off-balance-sheet obligation
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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): August 21, 2026
____________________________________________________________________________
(Exact name of registrant as specified in its charter)
____________________________________________________________________________
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(408 ) 207-0700
(Registrant’s telephone number, include area code)
N/A
(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:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 1.01. Entry into a Material Definitive Agreement.
On September 11, 2026, SI-BONE, Inc. (the “Company”) and BIXBY SPE FINANCE 11, LLC (“Landlord”) entered into the Fourth Amendment to Lease (the “Fourth Lease Amendment”) to the Office Lease Agreement dated as of February 2, 2018, as amended by that certain First Amendment to Lease dated as of April 16, 2018, that certain Second Amendment to Lease dated as of July 18, 2024, and that certain Third Amendment to Lease dated as of June 5, 2026 (collectively, as amended, the “Lease”). The Lease is for 21,848 square feet of office space located at 471 El Camino Real, Santa Clara, California, the Company’s corporate headquarters.
Pursuant to the Fourth Lease Amendment, the Company and Landlord agreed to extend the term of the Lease for a month commencing on October 1, 2026 and expiring October 31, 2026 (the “Expiration Date”) with the base rent in the amount of $43,696 per month. Pursuant to the Fourth Lease Amendment, the Company agreed to continue to pay its share of operating expenses and taxes through the Expiration Date.
The foregoing description of the Fourth Lease Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Fourth Lease Amendment, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in “Item 1.01 Entry into a Material Definitive Agreement” is incorporated by reference herein in its entirety.
Item 8.01. Other Events.
On August 21, 2026, the Company initiated a voluntary recall of 98 iFuse TORQ implants from specific lots whose tube packaging had been manufactured between May 4, 2026 and May 15, 2026 and which had been distributed to the Company’s field salesforce and its customers. The Company initiated the recall due to the failure of some of the products’ tube packaging to meet acceptance criteria to act as a sterile barrier, potentially compromising product sterility, presenting a risk of infection which could lead to patient harm, including revision surgery.
Of the 98 implants subject to recall, two had already been implanted in patients. The Company has notified the two implanting physicians and, as of the date of this report, no infections or adverse events have been reported to the Company in connection with these two procedures. The Company submitted a report of correction and removal to the U.S. Food and Drug Administration (“FDA”) on August 31, 2026, and has recommended that the action be classified as a Class II recall based on the Company’s health hazard evaluation. The Company and its contract and subcontract manufacturers will continue their investigation into the matter in consultation with FDA.
The integrity of the tube packaging is periodically assessed by the Company’s tube packaging subcontract manufacturer, which notified the Company of the failure on August 17, 2026. The Company believes that a total of approximately 3,900 implants will need to be repackaged and re-sterilized due to the packaging issue, including implants from the recalled lots as well as other inventory impacted by the tube packaging issue which had not left the Company's control. Other than the 98 implants which had been distributed to the Company’s salesforce, the remaining implants are all located in the Company’s warehouse or within inventory managed by the Company’s implant manufacturer, and have been or are in the process of being quarantined. Based on additional testing by the tube manufacturer, including re-testing of tubes preserved from historical lots, the Company does not believe that implants other than the recalled and quarantined lots are affected by the packaging issue.
Costs related to the packaging failure include the costs to recall and sort implants in the Company's warehouse and costs to repackage and re-sterilize affected implants. While it is too early to ascertain exact total costs, the Company expects to record an aggregate gross charge of up to approximately $150,000 in the third quarter and fourth quarter cost of goods sold depending on the timing related to these activities. The Company anticipates seeking recovery of these costs from the tube manufacturer, but no assurance can be given that any recovery will be obtained. The Company does not believe that its third quarter revenue will be otherwise impacted by the recall or related activities. The Company does not anticipate that the recall and related activities will materially impact its ability to provide implants to physicians or the ability of physicians to treat patients based on additional on-hand inventory not impacted by the packaging issue. The Company expects to provide additional details, if any, regarding the potential financial impact of this event when it reports its third quarter results.
Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the voluntary recall and related activities; the anticipated financial impact of the recall and related activities; expected charges and costs, the anticipated effect of the recall and related activities on the Company’s business, operations and ability to provide implants to physicians; the Company’s ongoing investigation and consultation with the FDA; and the timing of any additional disclosures regarding the potential financial impact of the recall and related activities. These forward-looking statements are based on the Company’s current expectations and inherently involve significant risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of such risks and uncertainties, including that the recall and related activities may expand in scope to include additional lots or products; that the FDA may classify the recall differently than anticipated or take other regulatory action; that the actual charge may exceed estimates; that the Company may not recover costs from the tube manufacturer; that adverse events or product liability claims may arise; and other risks described in the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, as well as in the Company’s other filings with the Securities and Exchange Commission available at the SEC’s website at www.sec.gov, including under the caption “Risk Factors.” The Company undertakes no obligation to update any forward-looking statements contained herein, except as required by law.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 10.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
| SI-BONE, INC. | |||||||||||
| Date: | September 11, 2026 | By: | /s/ Anshul Maheshwari | ||||||||
| Anshul Maheshwari | |||||||||||
| Chief Operating Officer & Chief Financial Officer | |||||||||||
| (Principal Financial and Accounting Officer) | |||||||||||
Exhibit 10.1
CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
UNIVERSITY STATION
FOURTH AMENDMENT TO LEASE
(SI-BONE, INC.)
FOURTH AMENDMENT TO LEASE
(SI-BONE, INC.)
THIS FOURTH AMENDMENT TO LEASE (this “Amendment”) is made as of September 11, 2026, by and between BIXBY SPE FINANCE 11, LLC, a Delaware limited liability company (“Landlord”), and SI-BONE, INC., a Delaware corporation (“Tenant”).
RECITALS
A. Landlord and Tenant are parties to that certain Office Lease Agreement (the “Original Lease”) dated as of February 2, 2018, as amended by that certain First Amendment to Lease (the “First Amendment”) dated as of April 16, 2018, that certain Second Amendment to Lease dated as of July 18, 2024, and that certain Third Amendment to Lease (the “Third Amendment”) dated as of June 5, 2026 (collectively, as amended, the “Lease”), with respect to the Premises within that the Building located at 471 El Camino Real, Santa Clara, California. All capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Lease.
B. Pursuant to the Lease, Tenant leases from Landlord the Premises designated as Suite 101 and consisting of approximately 21,848 rentable square feet located on the first (1st) floor of the Building, as more particularly described in the Lease.
C. Landlord (as Owner) and Tenant (as Licensee) are parties to that certain Telecommunications License Agreement dated October 23, 2019 (the “License Agreement”). Pursuant to the License Agreement, Tenant has the License to use the License Space and the Approved Facilities at the Building for the Permitted Use thereunder (as such terms are defined in the License Agreement).
D. Landlord and Tenant desire to amend the Lease to extend the Term of the Lease, and to modify other provisions of the Lease, as more particularly described herein.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants contained herein, Landlord and Tenant hereby agree to amend the Lease as follows:
1.Extension of the Term. It is hereby acknowledged and agreed that Tenant delivered to Landlord the Extension Notice (as defined in Section 1.b (Additional Extended Term) of the Third Amendment) dated August 5, 2026 (a copy of such Extension Notice is attached as Exhibit A (Extension Notice) hereto). Accordingly, pursuant to Section 1.b (Additional Extended Term) of the Third Amendment, the Term of the Lease is currently scheduled to expire pursuant to the terms of the Lease on September 30, 2026. Effective as of the date hereof, the Term is hereby extended for an additional period of one (1) month, commencing October 1, 2026 (the “Extension Date”), and expiring October 31, 2026 (the “Expiration Date”). From and after the date hereof, all references to the “Term” in the Lease and this Amendment shall be deemed references to the Term of the Lease, as extended by this Amendment, and all references to the “Expiration Date” in the Lease and this Amendment shall be deemed references to the Expiration Date defined herein (October 31, 2026).
2.Condition and Use of Premises. Landlord shall have no obligation whatsoever to construct leasehold improvements for Tenant or to repair or refurbish the Premises. Tenant confirms that (a) it has accepted the Premises and will continue to occupy such space “AS-IS”, (b) the Premises are suited for the use intended by Tenant, and (c) the Premises are in good and satisfactory condition.
3.Base Rent. In addition to all other amounts due and payable by Tenant under the Lease, Tenant shall pay Base Rent pursuant to and in accordance with the terms of the Lease, as amended. From and after the Extension Date, and continuing through to and including the Expiration Date hereunder, Tenant shall pay Base Rent in the amount of $43,696.00 per month (calculated at the rate of $2.00 per rentable square foot of the Premises per month).
Exhibit 10.1
CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
4.Operating Expenses and Taxes. In addition to all other amounts due and payable by Tenant under the Lease, Tenant shall pay Tenant’s Share of Operating Expenses and Taxes pursuant to and in accordance with the terms of the Lease, as amended.
5.Security Deposit. Landlord is currently holding a Security Deposit in the amount of $199,570.56 under the Lease (the “Security Deposit”). The Security Deposit shall be held pursuant to the terms of the Lease, including Section 5 (Security Deposit) of the Original Lease, through the date Tenant has satisfied all of its obligations of the Lease, as amended.
6.Brokers. Tenant represents and warrants to Landlord that it has not engaged any broker, finder or other person who would be entitled to any commission or fees in respect of the negotiation, execution or delivery of this Amendment, and shall indemnify, defend and hold harmless Landlord against any loss, cost, liability or expense incurred by Landlord as a result of any claim asserted by any broker, finder or other person on the basis of any arrangements or agreements made or alleged to have been made by or on behalf of Tenant. The provisions of this section shall not apply to brokers with whom Landlord has an express written broker agreement.
7.Entire Agreement. The Lease, as amended by this Amendment, constitutes the entire agreement between Landlord and Tenant regarding the subject matter hereof and supersedes all verbal statements and prior writings related thereto.
8.Continuing Effectiveness. The Lease, except as amended hereby, remains unamended, and as amended hereby, remains in full force and effect. Tenant hereby confirms that no default exists under the Lease.
9.Counterparts; Electronic Delivery/Signatures. This Amendment may be executed in one (1) or more counterparts, each of which shall constitute an original and all of which shall be one and the same agreement. The parties may exchange electronic counterpart signatures by electronic transmission and the same shall constitute execution and delivery of this Amendment with respect to the delivering party. If a variation or discrepancy among counterparts occurs, the copy of this Amendment in Landlord's possession shall control.
10.Execution by Both Parties. Submission of this instrument for examination or signature by Tenant does not constitute a reservation of or an option for lease, and it is not effective as a lease or otherwise until execution and delivery by both Landlord and Tenant has occurred, and Landlord’s lender holding a lien with respect to the Building has approved this Amendment and the terms and conditions hereof.
11.Authorization. The individuals signing on behalf of Tenant each hereby represents and warrants that such individuals have the capacity set forth on the signature pages hereof and have full power and authority to bind Tenant to the terms hereof. Two (2) authorized officers must sign on behalf of Tenant.
12.Confidentiality. The terms of Section 28.11 (Confidentiality) of the Original Lease shall continue to apply to the terms of the Lease, as amended hereby.
13.Required Accessibility Disclosure. The terms of Section 9 (Required Accessibility Disclosure) of the First Amendment shall continue to apply to the Lease, as amended hereby.
14.Tenant Not a Qualified Commercial Tenant. The terms of Section 14 (Tenant Not a Qualified Commercial Tenant) of the Third Amendment shall continue to apply to the Lease, as amended hereby.
[LANDLORD’S SIGNATURE ON PAGE S-1 AND TENANT’S SIGNATURE ON PAGE S-2]
Exhibit 10.1
CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
IN WITNESS WHEREOF, Landlord has executed this Amendment as of the day and year first above written.
LANDLORD:
BIXBY SPE FINANCE 11, LLC,
a Delaware limited liability company
a Delaware limited liability company
By: Bixby SPE Finance, LLC,
a Delaware limited liability company
its sole Member and Manager
a Delaware limited liability company
its sole Member and Manager
By: Bixby Land Company,
a California corporation
its sole Member and Manager
a California corporation
its sole Member and Manager
By: /s/ William DeLaney
Name: William DeLaney
Title: Vice President of Operations
By: /s/ Matt Ela
Name: Matt Ela
Title: Chief Operating Officer
[TENANT’S SIGNATURE ON FOLLOWING PAGE S-2]
Exhibit 10.1
CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
IN WITNESS WHEREOF, Tenant has executed this Amendment as of the day and year first above written.
TENANT:
SI-BONE, INC.,
a Delaware corporation
a Delaware corporation
By: /s/ Michael Pisetsky
Name: Michael Pisetsky
Its: Chief Business & Legal Affairs Officer
By: /s/ Anshul Maheshwari
Name: Anshul Maheshwari
Its: COO & CFO
[***]
Tenant's Tax ID Number (SSN or FEIN)
Tenant's Tax ID Number (SSN or FEIN)