Form 8-K

8-K — Nuwellis, Inc.

Accession: 0001140361-26-025614

Filed: 2026-06-18

Period: 2026-06-16

CIK: 0001506492

SIC: 3845 (ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ef20076374_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ef20076374_ex99-1.htm)

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8-K

8-K (Primary)

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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 16, 2026

Nuwellis, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-35312

No. 68-0533453

(State or Other Jurisdiction of Incorporation or Organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

12988 Valley View Road,

Eden Prairie, MN

55344

(Address of Principal Executive Offices)

(Zip Code)

(952) 345-4200

(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:

☐

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, par value $0.0001 per share

NUWE

Nasdaq Capital 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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Chief Executive Officer

On June 16, 2026, Nuwellis, Inc. (the “Company”) announced that John L. Erb resigned from

the Company, effective June 30, 2026 (“Resignation Date”). Mr. Erb’s resignation was not the result of any dispute or disagreement with the Company or the Board on any matter relating to

the Company’s operations, policies or practices. Mr. Erb will continue to serve as Chairman of the Company’s board of directors (the “Board”).

Appointment Chief Executive Officer

Effective as of June 30, 2026, the Board appointed Michael McCormick as the Company’s Chief Executive Officer and President and member of the Company’s

board of directors. Mr. McCormick will join the Board as of June 30, 2026.

Mr. McCormick, age 65, has provided consulting services to the Company since September 2025, including serving as Chief Commercial Officer under a

consulting arrangement. He previously served as a director of the Company from June 2023 to January 2026. Mr. McCormick is a seasoned executive with more than 30 years of experience leading medical device companies and serving on the boards of

private and publicly traded life sciences companies. Since 2023, Mr. McCormick has served as President and Chief Executive Officer of CorRen Medical, Inc., a private medical technology company focused on improving the diagnosis and management of

peripheral artery disease, and where he will transition to Executive Chairman effective June 30, 2026. From 2010 to 2023, Mr. McCormick served as Chief Executive Officer of Osprey Medical (ASX: OSP), a commercial-stage medical device company

focused on technologies designed to reduce contrast-induced acute kidney injury. From 2003 to 2008, Mr. McCormick served as Chief Executive Officer of Anulex Technologies, Inc., a private company that was subsequently acquired by Boston Scientific.

Prior to that, he served as President of Centerpulse Spine-Tech and was involved in its successful acquisition by Zimmer in 2003. Earlier in his career, Mr. McCormick held sales and sales management positions with Boston Scientific Scimed and

Baxter Healthcare. Mr. McCormick also serves on various private company boards, including as Executive Chairman of NephroCor Medical, Inc., Chairman of AcQumen Medical, Inc., and as an independent director of Formae, Inc. and Sharp Biomedical, Inc.

He previously served as Chairman of OrthoCor Medical, a private company that was acquired in 2019. Mr. McCormick received a Bachelor of Business Administration in Business Management from The University of Texas at Austin.

In connection with the appointment of Mr. McCormick as President and Chief Executive Officer of the Company, the Company and Mr. McCormick will enter

into an employment agreement, which shall be effective as of June 30, 2026, concerning Mr. McCormick’s appointment (the “Employment Agreement”). The Employment Agreement shall have a term

(the “Term”) of twelve (12) months beginning on June 30, 2026 and may be extended upon mutual agreement between Mr. McCormick and the Company.

The Employment Agreement will entitle Mr. McCormick to an annual base salary of $431,100 from and after June 30, 2026, reviewed annually. Mr. McCormick

will also be eligible for annual incentive compensation targeted at 65% of his base salary, which will be prorated for 2026. The Employment Agreement will also entitle Mr. McCormick to a one-time equity grant within 90 days of joining the Company,

the terms of which are to be determined by the Compensation Committee and the Board after its consultation with a third-party compensation consultant. The information required by Item 502(c)(3) of Form 8-K has not been determined as of the date of

this report. The Company intends to file an amendment to this Current Report on Form 8-K within four business days after such information is determined or becomes available.

Except as described above, there are no arrangements or understandings between Mr. McCormick and any other persons pursuant to which Mr. McCormick was

named President and Chief Executive Officer of the Company. Mr. McCormick does not have any family relationship with any of the Company’s directors or executive officers or any persons nominated or chosen by the Company to be a director or

executive officer. Mr. McCormick does not have any direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K.

The foregoing description of the Employment Agreement is qualified in its entirety by reference to the complete text of the Employment Agreement.

In connection with the appointment of Mr. McCormick to the Board, the Board increased the size of the Board from five members to six members, effective

as of June 30, 2026.

Item 7.01

Regulation FD Disclosure.

On June 16, 2026, the Company issued a press release announcing the changes to the leadership team. A copy of the press release is attached hereto as

Exhibit 99.1 and is incorporated into this Item 7.01 by reference.

The information in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed

“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed

incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01

Exhibits.

(d) Exhibits

Exhibit Number

Description

99.1

Company Press Release, dated June 16, 2026

104

Cover Page Interactive Data File (embedded within 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.

Date: June 17, 2026

NUWELLIS, INC.

By:

/s/ John L. Erb

Name:

John L. Erb

Title:

President and Chief Executive Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ef20076374_ex99-1.htm · Sequence: 2

Exhibit 99.1

Source: Nuwellis,

Inc.

June 16, 2026 08:30 ET

Nuwellis Appoints Mike McCormick as Chief Executive Officer

Transition to become effective June 30, 2026; current CEO John Erb to continue as Chairman of the Board

MINNEAPOLIS, June 16, 2026 (GLOBE NEWSWIRE) -- Nuwellis, Inc. (Nasdaq: NUWE), a medical technology company committed to delivering solutions for

patients with cardiorenal conditions, announces the appointment of Mike McCormick as Chief Executive Officer, effective June 30, 2026. John Erb, who currently serves as President, CEO, and Chairman of the Board, will transition from his executive

leadership role and continue serving as Chairman of the Board.

"Mike brings an exceptional combination of operational leadership, commercial expertise, and strategic vision," said Erb. "His deep understanding of

the medical device industry and proven track record of building and scaling innovative healthcare companies make him uniquely qualified to lead Nuwellis into its next phase of growth. I look forward to supporting Mike and the management team as

Chairman of the Board."

"Nuwellis has an important opportunity to expand the role of precision fluid management in cardiorenal care," said McCormick. "I am excited to work

with our employees, leadership team, Board, clinicians, and customers to build on the Company's momentum, strengthen commercial execution, advance our pipeline, and create value for patients, healthcare providers, and shareholders."

McCormick is a seasoned medical technology executive with more than three decades of leadership experience spanning product development,

commercialization, corporate strategy, and value creation. He served as a Board Member and Independent Director of Nuwellis from June 2023 through January 2026. Throughout his career, McCormick has founded, scaled, and led both public and private

medical technology companies, creating value through successful commercialization, operational execution, capital formation, and strategic transactions across multiple healthcare markets.

About Nuwellis

Nuwellis, Inc. (Nasdaq: NUWE) is a medical technology company committed to delivering solutions for patients with cardiorenal conditions. The Company

develops solutions designed to support patient care through monitoring, therapy, and data-informed clinical decision-making across acute and chronic care settings. Nuwellis' portfolio includes commercially available and development- stage technologies addressing complex cardiorena I conditions, with a focus on safety, precision, and sca la bility across patient populations. For more information,

visit www.nuwellis.com.

Forward-Looking Statements

Certain statements in this release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act

of 1995, including without limitation, statements regarding the new market opportunities and anticipated growth in 2026 and beyond. Forward-looking statements are predictions, projections and other statements about future events that are based on

current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this release, including, without limitation,

those risks associated with our ability to execute on our commercialization strategy, the possibility that we may be unable to raise sufficient funds necessary for our anticipated operations, our post-market clinical data collection activities,

benefits of our products to patients, our expectations with respect to product development and commercialization efforts, our ability to increase market and physician acceptance of our products, potentially competitive product offerings,

intellectual property protection, our ability to integrate acquired businesses, our expectations regarding anticipated synergies with and benefits from acquired businesses, and other risks and uncertainties described in our filings with the SEC.

Forward-looking statements speak only as of the date when made. Nuwellis does not assume any obligation to publicly update or revise any forward-looking statements, whether due to new information, future events or otherwise.

For further information, please contact:

Investor Relations:

ir@nuwellis.com

Media Contact:

CORE PR

media@nuwellis.com

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