Item 8.01 section not located in normalized markdown

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): June 05, 2025 |

Surmodics, Inc.

(Exact name of Registrant as Specified in Its Charter)

Minnesota |
0-23837 |
41-1356149 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
9924 West 74th Street |
Eden Prairie, Minnesota |
55344 |
(Address of Principal Executive Offices) |
(Zip Code) |

Registrant’s Telephone Number, Including Area Code: 952 500-7000 |

(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
Common Stock, $0.05 par value |
SRDX |
Nasdaq Global Select Market |

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 8.01 Other Events.

On June 5, 2025, Surmodics, Inc (the "Company") discovered that a third party (a "Threat Actor") had gained unauthorized access to certain of its information technology ("IT") systems (the "Cyber Incident") and that certain IT systems and data were unavailable to the Company. The Company promptly initiated containment measures, including proactively taking certain IT systems offline, and implemented its security incident response plan. The Company has notified law enforcement about the matter.

Since discovering the Cyber Incident, the Company has worked with third party IT experts to contain, assess, and remediate the incident. As of the time of filing of this Current Report on Form 8-K (this "Form 8-K"), the Company's critical IT systems have been restored and IT data is being validated. The Company's remaining IT systems and data are being restored and validated in accordance with a recovery plan. Throughout the Cyber Incident to date, the Company has been able to accept customer orders and ship products without any material interruption of customer impact using alternatives to its normal IT systems.

The Company continues to analyze the scope and details of the IT data that the Threat Actor accessed. To the Company's knowledge, the Threat Actor has not released any of the Company's data, including third party data held by the Company, or used any such data for any fraudulent purposes.

The Company maintains cyber insurance, which it expects to cover much of its expenditures related to the Cyber Incident, subject to the policy's deductible and customary exclusions. The Company remains subject to various risks due to the Cyber Incident, including the adequacy of processes during the period of disruption of the Company's IT systems, diversion of management's attention, potential litigation, changes in customer behavior, and regulatory scrutiny.

Company Note Regarding Forward-Looking Statements

This Form 8-K contains “forward-looki