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Merit Medical Systems Inc 2025年度报告

2026-03-31 美股财报 α
报告封面

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-K Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the fiscal year ended December 31, 2025or Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.For the transition period fromto. Commission File Number0-18592 MERIT MEDICAL SYSTEMS, INC.(Exact name of registrant as specified in its charter) 87-0447695(IRS Employer Identification No.) (State or other jurisdiction of incorporation or organization) Registrant’s telephone number, including area code:(801) 253-1600Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YesNo Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant toRule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and"emerging growthcompany" in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included inthe filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesNo The aggregate market value of the registrant’s common stock held bynon-affiliates of the registrant on June 30, 2025, based upon the closing price ofthe common stock as reported by the NASDAQ Global Select Market on such date, was approximately $5.4 billion. As of February 20, 2026, theregistrant had 59,431,931 shares of common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the following document are incorporated by referencein Part III of this Report: the registrant’s definitive proxystatement relatingto its 2026 Annual Meeting of Shareholders. TABLE OF CONTENTS PART IItem 1.Business3Item 1A.Risk Factors20Item 1B.Unresolved Staff Comments35Item 1C.Cybersecurity35Item 2.Properties36Item 3.Legal Proceedings36Item 4.Mine Safety Disclosures36PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities37Item 6.Reserved38Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations39Item 7A.Quantitative and Qualitative Disclosures About Market Risk46Item 8.Financial Statements and Supplementary Data47Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure92Item 9A.Controls and Procedures92Item 9B.Other Information94PART IIIItem 10.Directors, Executive Officers and Corporate Governance94Item 11.Executive Compensation94Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters94Item 13.Certain Relationships and Related Transactions and Director Independence94Item 14.Principal Accountant Fees and Services94PART IVItem 15.Exhibits and Financial Statement Schedules94Item 16.Form 10-K Summary102SIGNATURES103 PART I Unless otherwise indicated in this report, “Merit,” “we,” “us,” “our,” and similar terms refer to