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8-K

SS Innovations International, Inc. (SSII)

8-K 2026-05-13 For: 2026-05-13
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Added on May 16, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

Pursuant to Section 13 or 15(d) of The SecuritiesExchange Act of 1934

Date of report (Date of earliest event reported): May 13, 2026

SS INNOVATIONS INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Florida 001-42615 47-3478854
(State or Other Jurisdiction<br><br>of Incorporation) (Commission File Number) (IRS Employer<br><br>Identification No.)
405, 3rd Floor, iLabs Info Technology Centre<br><br> <br>Udyog Vihar, Phase III<br><br> <br>Gurugram, Haryana India 122016
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(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code:

+91 73375 53469

(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 (see General Instruction A.2. below):

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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each Class Trading Symbol Name of each exchange on which registered
Common Stock SSII The Nasdaq Stock Market LLC

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. ☐

As used in this Current Report on Form 8-K (this “Current Report”), the terms “SSi,” “the Company,” “we,” “us” and “our” refer to SS Innovations International, Inc. and its subsidiaries.

Item 2.02 Results of Operations and FinancialCondition.


The disclosure set forth in Item 7.01 of this Current Report is incorporated herein by reference.


Item 7.01 Regulation FD Disclosure.


On May 13, 2026, the Company issued a press release announcing financial results for the first quarter ended March 31, 2026, and the filing with the Securities and Exchange Commission of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.

A copy of the press release is included with this Current Report as Exhibit 99.1.

The information set forth in Items 2.02 and 7.01 of this Current Report and in the press release included as Exhibit 99.1 to this Current Report, are deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ExchangeAct”), or otherwise subject to the liabilities of that Section. The information set forth in Items 2.02 and 7.01 of this Current Report and in the press release included as Exhibit 99.1 to this Current Report, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Forward-Looking Statements

This Current Report and the press release included as Exhibit 99.1 to this Current Report, includes statements that are not historical facts and are considered forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical statements of fact and statements regarding the Company’s intent, belief or expectations, including, but not limited to, statements regarding the Company’s fourth quarter 2025 and full year 2025 preliminary results, product development, clinical and regulatory timelines, market opportunity, competitive position, possible or assumed future results of operations and other statement that are predictive in nature. The words “anticipate,” “assume,” “believe,” “estimate,” “expect,” “will,” “intend,” “may,” “plan,” “project,” “should,” “could,” “seek,” “designed,” “potential,” “forecast,” “target,” “objective,” “goal,” or the negatives of such terms or other similar expressions to identify such forward-looking statements. These statements relate to future events or SSi’s future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements.


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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
99.1* Press Release, dated May 13, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Furnished not filed
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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.

Dated: May 13, 2026 SS INNOVATIONS INTERNATIONAL, INC.
By: /s/ Sudhir Srivastava
Sudhir Srivastava, M.D.
Chairman and Chief Executive Officer
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Exhibit 99.1

SS Innovations Reports First Quarter 2026 FinancialResults

Record quarterly revenue driven by strong growthin SSi Mantra installations and procedures


Fort Lauderdale, FL – May 13, 2026 – SS Innovations International, Inc. (the “Company” or “SS Innovations”)(Nasdaq: SSII), a developer of innovative surgical robotic technologies dedicated to making robotic surgery affordable and accessible to a global population, today announced unaudited financial results for the three months ended March 31, 2026. The Company also filed its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, with the Securities and Exchange Commission on May 13, 2026.

First Quarter 2026 Overview

Revenue<br>increased 116.8% to $11.1 million from $5.1 million in the first quarter of 2025.
Gross<br>margin expanded to 48.0% from 21.2% in the first quarter of 2025.
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Gross<br>profit rose 390.0% to $5.3 million from $1.1 million in the first quarter of 2025.
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Net<br>loss of $3.6 million, or $(0.02) per diluted share, compared to a net loss of $5.7 million, or $(0.03) per diluted share, in the first<br>quarter of 2025.
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SSi<br>Mantra surgical robotic system installations totaled 26, up 73.3% from 15 installations in the first quarter of 2025.
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As of March 31, 2026

Long-term<br>debt of $0.
Cash<br>and cash equivalents totaled $16.0 million, excluding restricted cash.
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SSi<br>Mantra cumulative installed base totaled 194 across eleven countries and cumulative surgeries reached 9,744, including 157 telesurgeries,<br>482 cardiac procedures and 161 pediatric surgeries.
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CEO Commentary

Dr. Sudhir Srivastava, Chairman of the Board and Chief Executive Officer of SS Innovations, commented, “In the first quarter of 2026 we reported record quarterly revenue of $11.1 million, up 117% year over year, driven by robust growth in SSi Mantra installations and procedures. Strong adoption by hospitals and physicians reflects the SSi Mantra’s cutting-edge surgical robotic technology, differentiated features, user friendliness, training capabilities, and cost efficiency. Among other developments in the quarter, we received regulatory approval for the SSi Mantra for multiple indications in Sri Lanka and Kenya and for telesurgery in Indonesia and the Philippines. We also successfully completed a private placement in March 2026 that provided SS Innovations with approximately $18.6 million in gross proceeds to fuel growth initiatives.”

Dr. Srivastava continued, “Looking ahead, we aim to fortify our position as a leader in the substantial Indian market, expand our global footprint in underserved countries, and secure entry into the United States and European Union markets. We expect the U.S. Food and Drug Administration to complete its review of our 510(k) premarket notification for the SSi Mantra this year. Separately, we continue along the pathway towards a European Union CE marking certification for the SSi Mantra, which we believe we can also obtain in 2026. We are very excited about the growth runway ahead and remain steadfast in our commitment to democratizing access to advanced surgical robotic care.”

Select Business Highlights in First Quarter2025

In<br>January 2026, the Company received regulatory approval for the SSi Mantra from the National Medicines Regulatory Authority (“NMRA”)<br>in Sri Lanka and from the Pharmacy and Poisons Board (“PPB”) in Kenya.
On March 9, 2026, the Company announced the completion<br>of a private placement of its common stock, generating approximately $18.6 million in gross proceeds before deducting offering expenses,<br>to support growth initiatives. In the offering, the Company offered and sold a total of 5,774,839 shares of common stock consisting of:<br>an aggregate of 1,300,006 shares of common stock at an average price of $4.00 per share to certain of the Company’s directors and<br>executive officers, or a total of approximately $5.2 million; and an aggregate of 4,474,833 shares of common stock at $3.00 per share,<br>or approximately $13.4 million cumulatively, to non-affiliate investors.
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On March 18, 2026, the Company announced that<br>the SSi Mantra surgical robotic system received approval for telesurgeries in Indonesia and the Philippines.
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Revenue Breakdown and Summary of Installations/ Surgeries

Category Q1 2025 Q1 2026 Variance Percentage
System sales $ 4,502,482 $ 9,575,370 $ 5,072,888 112.7 %
Instrument sales 477,208 1,151,228 674,020 141.2 %
Warranty sales 122,504 357,686 235,182 192.0 %
Lease income 18,416 17,082 (1,334 ) (7.2 )%
Total revenue $ 5,120,610 $ 11,101,366 $ 5,980,756 116.8 %
SSi Mantra installations 15 26 11 73.3 %
Cumulative installed base^1^ 78 194 116 148.7 %
SSi Mantra surgeries 787 1,859 1,072 136.2 %
Cumulative surgeries^1^ 3,568 9,744 6,176 173.1 %
^1^ at period end
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About SS Innovations

SS Innovations International, Inc. (Nasdaq: SSII) develops innovative surgical robotic technologies with a vision to make the benefits of robotic surgery affordable and accessible to a larger segment of the global population. The Company’s product range includes its proprietary “SSi Mantra” surgical robotic system and its comprehensive suite of “SSi Mudra” surgical instruments, which support a variety of robotic surgical procedures including cardiac surgery. An American company headquartered in India, SS Innovations plans to expand the global presence of its technologically advanced, user-friendly, and cost-effective surgical robotic solutions. Visit the Company’s website at ssinnovations.com or LinkedIn for more information and updates.

About the SSi Mantra

The SSi Mantra surgical robotic system is a user-friendly, modular, multi-arm system with advanced technology features, including: 3 to 5 modular robotic arms, an open-faced ergonomic surgeon command center, a large 3D 4K monitor, a touch panel monitor for all patient related information display, a virtual real-time image of the robotic patient side arm carts, and the ability for superimposition of 3D models of diagnostic imaging. The optional SSi MantrAsana Tele Surgeon Console is a portable, compact alternative to the SSi Mantra’s standard surgeon command center that provides equivalent control functionality while enabling enhanced portability, ergonomic flexibility, and telesurgery capability. The SSi Mantra utilizes over 40 different types of robotic endo-surgical instruments to support different specialties, including cardiac surgery, and 5mm instruments for the pediatric population and ENT surgeries. A vision cart provides the table-side team with the same magnified 3D 4K view as the surgeon to provide better safety and efficiency. The SSi Mantra has been clinically validated in India in more than 170 different types of surgical procedures.


Forward Looking Statements

This press release may contain statements that are not historical facts and are considered forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “assume,” “believe,” “estimate,” “expect,” “will,” “intend,” “may,” “plan,” “project,” “should,” “could,” “seek,” “designed,” “potential,” “forecast,” “target,” “objective,” “goal,” or the negatives of such terms or other similar expressions to identify such forward-looking statements. These statements relate to future events or SS Innovations’ future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Investor Contact:

The Equity Group

Kalle Ahl, CFA

T: (303) 953-9878

kahl@theequitygroup.com

Devin Sullivan, Managing Director

T: (212) 836-9608

dsullivan@theequitygroup.com

Media Contact:

RooneyPartners LLC

Kate Barrette

T: (212) 223-0561

kbarrette@rooneypartners.com

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SS INNOVATIONS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


December 31,<br> 2025
ASSETS
Current Assets:
Cash and cash equivalents 15,979,714 $ 3,206,406
Restricted cash 7,631,336 5,937,650
Accounts receivable, net 14,054,376 12,398,542
Inventory 17,066,091 17,064,002
Prepaids and other current assets 11,530,000 10,166,823
Total Current Assets 66,261,517 48,773,423
Property, plant, and equipment, net 8,831,423 9,100,546
Right of use asset, net 2,499,490 2,754,020
Deferred tax assets, net 805,750 533,727
Accounts receivable, net-non current 7,265,911 8,566,654
Restricted cash- non current 394,630 458,964
Prepaids and other non current assets 4,488,168 4,038,883
Total Assets 90,546,889 $ 74,226,217
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
Current Liabilities
Bank overdraft facility 11,156,147 $ 11,442,948
Current portion of operating lease liabilities 576,237 579,169
Accounts payable 4,403,170 5,127,193
Deferred revenue 3,582,631 3,266,686
Accrued expenses & other current liabilities 6,326,818 5,825,702
Total Current Liabilities 26,045,003 26,241,698
Operating lease liabilities, less current portion 2,086,534 2,337,697
Deferred Revenue- non current 7,501,283 7,139,807
Other non current liabilities 390,656 288,764
Total Liabilities 36,023,476 $ 36,007,966
Commitments and contingencies
Stockholders’ equity:
Preferred stock, authorized 5,000,000 shares of Series A, Non-Convertible Preferred Stock, 0.0001 par value per share; 1,000 shares issued and outstanding as of March 31, 2026, and December 31, 2025 1 1
Common stock, 250,000,000 shares authorized, 0.0001 par value, 200,131,535 shares and 194,165,141 shares issued and outstanding as of March 31, 2026 and December 31, 2025 respectively 20,013 19,416
Accumulated other comprehensive income (loss) (3,573,137 ) (2,022,660 )
Additional paid in capital 116,549,124 95,111,511
Capital reserve 899,917 899,917
Accumulated deficit (59,372,505 ) (55,789,934 )
Total stockholders’ equity 54,523,413 38,218,251
Total liabilities and stockholders’ equity 90,546,889 $ 74,226,217

All values are in US Dollars.

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SS INNOVATIONS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSAND COMPREHENSIVE LOSS

(Unaudited)

For The Three months ended
March 31,<br> 2026 March 31,<br> 2025
REVENUES
System sales 9,575,370 4,502,482
Instruments sale 1,151,228 477,208
Warranty sale 357,686 122,504
Lease income 17,082 18,416
Total revenue $ 11,101,366 $ 5,120,610
Cost of revenue (5,774,145 ) (4,033,402 )
GROSS PROFIT 5,327,221 1,087,208
OPERATING EXPENSES:
Research & development expense 995,440 1,010,095
Stock compensation expense 3,144,315 2,379,212
Depreciation and amortization expense 323,747 208,882
Selling, general and administrative expense 4,502,476 3,410,872
TOTAL OPERATING EXPENSES 8,965,978 7,009,061
Loss from operations (3,638,757 ) (5,921,853 )
OTHER INCOME (EXPENSE):
Interest Expense (284,051 ) (379,905 )
Interest and other income, net 491,589 620,405
TOTAL INCOME, NET 207,538 240,500
LOSS BEFORE INCOME TAXES (3,431,219 ) (5,681,353 )
Income tax expense 151,352 -
NET LOSS $ (3,582,571 ) $ (5,681,353 )
CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE LOSS
NET LOSS $ (3,582,571 ) $ (5,681,353 )
OTHER COMPREHENSIVE INCOME (LOSS):
Foreign currency translation loss (1,557,111 ) 6,876
Retirement Benefit 4,781 15,838
RECLASSIFICATION ADJUSTMENTS:
Retirement Benefit ^(1)^ 3,056 -
Income tax effects relating to retirement benefit (1,203 ) -
TOTAL OTHER COMPREHENSIVE LOSS (1,550,477 ) 22,714
TOTAL COMPREHENSIVE LOSS $ (5,133,048 ) $ (5,658,639 )
^(1)^ These are reclassified to net loss and are included in other expense in the condensed consolidated statements of operations.
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SS INNOVATIONS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

For The Three months ended
March 31, <br><br>2026 March 31,<br><br>2025
Cash flows from operating activities:
Net loss $ (3,582,571 ) $ (5,681,353 )
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization 323,747 208,882
Operating lease expense 220,493 205,275
Interest Expense 43,555 155,015
Interest and other income, net (415,465 ) (140,928 )
Deferred income tax benefit (301,036 ) -
Stock compensation expense 3,144,315 2,379,212
Provision for / (Reversal of) credit loss reserve, net 230,616 (422,711 )
Provision for slow moving inventory (6,248 ) -
Changes in operating assets and liabilities:
Accounts receivable, net (245,111 ) 1,275,750
Inventory, net 4,159 (5,082,673 )
Deferred revenue 677,421 823,947
Prepaids and other assets (2,066,322 ) (1,003,604 )
Accounts payable (704,764 ) 1,329,028
Income taxes payable, net 323,014 -
Accrued expenses & other liabilities 256,441 48,331
Operating lease payment (214,180 ) (197,545 )
Net cash used in operating activities (2,311,936 ) (6,103,374 )
Cash flows from investing activities:
Purchase of property, plant and equipment (54,189 ) (872,804 )
Net cash used in investing activities (54,189 ) (872,804 )
Cash flows from financing activities:
Proceeds from bank overdraft facility (net) (286,801 ) (312,495 )
Proceeds from Private Investment in Public Equity, net of transaction costs 18,446,498 -
Proceeds from issuance of convertible notes to principal shareholder - 28,000,000
Repayment of convertible notes to principal shareholder, including interest - (4,212,637 )
Repayment of convertible notes to other investors, including interest - (1,068,849 )
Net cash provided by financing activities 18,159,697 22,406,019
Net change in cash 15,793,572 15,429,841
Effect of exchange rate on cash (1,390,012 ) 25,412
Cash and cash equivalents at the beginning of the year 9,603,020 6,623,535
Cash and cash equivalents at end of the year $ 24,005,680 $ 22,078,788

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