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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): February 25, 2025
Monogram
Technologies Inc.
(Exact name of registrant
as specified in its charter)
Delaware |
|
001-41707 |
|
81-3777260 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification Number) |
3919
Todd Lane, Austin,
TX
78744
(Address of principal
executive offices, including zip code)
Registrant’s telephone number, including
area code: (512) 399-2656
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 $0.001 per share |
|
MGRM |
|
The Nasdaq
Stock 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 x
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 7.01 |
REGULATION FD DISCLOSURE |
On February 25, 2025, Monogram Technologies
Inc. (the “Company”) issued a press release (the “Press Release”) providing a regulatory update on the Company’s
mBôs TKA System and clinical trial preparation in India.
The foregoing disclosure is qualified in its entirety
by the full text of the Press Release.
A copy of the Press Release is attached as Exhibit 99.1,
and is hereby incorporated by reference into this Item 7.01. The information contained in this Current Report on Form 8-K, including
Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose, including for the
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 and 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, except to the extent expressly stated
in such filing.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K, including
the Press Release, contains forward-looking statements. Forward-looking statements reflect management's current knowledge, assumptions,
judgment, and expectations regarding future performance or events. Although management believes that the expectations reflected in such
statements are reasonable, they give no assurance that such expectations will prove to be correct, and you should be aware that actual
events or results may differ materially from those contained in the forward- looking statements. Words such as "will," "expect,"
"intend," "plan," "potential," "possible," "goals," "accelerate," "continue,"
and similar expressions identify forward-looking statements.
Forward-looking statements are subject to a number
of risks and uncertainties including, but not limited to, the risks inherent in the Company’s lack of profitability and need for
additional capital to grow its business; the Company’s dependence on partners to further the development of its product candidates;
the uncertainties inherent in the development, attainment of the requisite regulatory authorizations and approvals and launch of any new
product; the outcome of pending or future litigation; and the various risks and uncertainties described in the "Risk Factors"
sections of the Company’s latest annual and quarterly reports and other filings with the SEC.
All forward-looking statements are expressly
qualified in their entirety by this cautionary notice. You should not rely upon any forward-looking statements as predictions of future
events. The Company undertakes no obligation to revise or update any forward-looking statements made in this Current Report on Form 8-K
to reflect events or circumstances after the date hereof, to reflect new information or the occurrence of unanticipated events, to update
the reasons why actual results could differ materially from those anticipated in the forward-looking statements, in each case, except
as required by law.
ITEM 9.01 |
FINANCIAL STATEMENTS AND
EXHIBITS |
SIGNATURE
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.
|
MONOGRAM TECHNOLOGIES INC. |
|
|
Dated: February 25, 2025 |
/s/
Benjamin Sexson |
|
Benjamin Sexson |
|
Chief Executive Officer |
Exhibit 99.1
Monogram Technologies
Provides Regulatory Update on mBôs TKA System and Clinical Trial Preparation in India
Company has Completed
all Supplemental Testing and has Submitted its Formal Response to the FDA’s Additional Information Request (AIR)
Investigator
Meeting and Clinical Trial Training Held at the Shalby Hospital in Ahmedabad, India
AUSTIN, TX –
February 25, 2025 - Monogram Technologies Inc. (NASDAQ: MGRM) ("Monogram" or the "Company"), an AI-driven
robotics company focused on improving human health with an initial focus on orthopedic surgery, today provided an update regarding its
510(k) premarket filing submission to the U.S. Food and Drug Administration ("FDA") for the Company's mBôs TKA System. The
Company has completed all supplemental testing and submitted its formal response to the U.S. Food and Drug Administration (FDA) regarding
the Additional Information Request (AIR) received on September 30, 2024. The Company does not currently anticipate further requests
for information from the agency. Assuming a favorable decision by the FDA following receipt of the AIR, the next communication from them
is anticipated to be a clearance decision for the mBôs™ Total Knee Arthroplasty (TKA) System. If granted, that would enable
commercialization and sales of the TKA system in the United States.
In August 2024, Monogram announced a strategic
collaboration with Shalby Limited (NSE: SHALBY) ("Shalby"), a global multi-specialty hospital chain and one of India's leading
orthopedic hospital groups, to conduct a multicenter clinical trial to evaluate the safety and effectiveness of the mBôs TKA System.
In January 2025, the Company shipped a robot to support clinical trial training. The robot was successfully shipped as planned, and
an Investigator Meeting was conducted at a Shalby Hospital in Ahmedabad, India, from January 31 to February 1, 2025. The
meeting was organized by Reliance Life Sciences, a subsidiary of Reliance Industries, and attended by principal investigators, multiple
surgeons, and staff. The purpose of the meeting was to review study protocols, regulatory requirements, and operational procedures.
Reliance Life Sciences, a Reliance Group company—one
of India’s largest private sector companies—is responsible for managing the regulatory submission and communications for the
clinical trial in India. As the regulatory sponsor, Reliance Life Sciences is overseeing the submission process and engagement with India’s
regulatory authorities. Monogram has submitted its system for regulatory clearance to run the clinical trial and will provide updates
as they occur. While regulatory timelines can be variable, the Company remains confident in its submission and the strength of its strategic
partnerships with Reliance Life Sciences and Shalby to support the process.
“The Investigator Meeting was a successful
milestone in the preparation for Monogram’s clinical trial,” said Dr. Ajaykumar Yadav, Associate Vice President and
Group Head of Clinical Research at Reliance Life Sciences. “Bringing together key stakeholders, the meeting provided an opportunity
for in-depth discussions on study protocols and a demonstration of the mBôs technology, reinforcing the collaborative approach
to this clinical trial. Monogram has submitted a strong and comprehensive application, and we continue to support the regulatory process
as expected. Reliance Life Sciences remains committed to advancing innovation in healthcare and looks forward to contributing to the
successful execution of this study.”

Monogram team in Ahmedabad, India,
with various stakeholders for clinical trial Investigator Meeting from Jan 31 to Feb 1, 2025.
Monogram continues to refine and enhance its
next-gen technology in parallel with its regulatory and clinical trial preparations. The most significant advancement has been to the
cutting system, which has facilitated an approximately 300% increase in feed rate. A video demonstrating these next-gen improvements
is available below.
Dr. Douglas Unis, Monogram’s Chief Medical Officer, commented,
“The latest advancements in Monogram’s robotic system are a game changer. The new cutting system enables cutting speeds that
are becoming competitive with manual surgery while maintaining the accuracy and functionality expected from robotic-assisted procedures.
The performance is truly remarkable for a completely hands-free, unconstrained autonomous system. With these improvements, we are on track
to deliver one of the most impressive robotic solutions on the market today.”
The Company remains focused on developing a multi-application robotic system that is time-competitive with manual surgery without compromising
accuracy or safety. Monogram continues to refine its technology to improve system performance and usability as it progresses toward commercialization.
The Company believes its approach to active robotic cutting offers a unique value proposition and remains committed to innovation in orthopedic
robotics.
“We have completed all proposed testing
with what we view to be favorable results and we remain focused on developing a robotic platform that surgeons will want to use,”
said Ben Sexson, CEO. “Our research shows that safety and uncompromised speed are the top priorities for surgeons. We have always
believed that an autonomous system could be optimized to be competitive with manual surgical times. I feel confident we are starting to
get there. Like our shareholders, we are eager to bring this vision to the operating room.
We have built a system that we believe has
the potential to disrupt the market. Our thesis is that fast, accurate, unconstrained autonomous cutting, eventually in many clinical
applications, will help drive continued adoption of robotics. Our technology has undergone rigorous and extensive testing, and we have
made every effort to try and ensure our system meets the highest standards.
What we have accomplished—with fewer
than 30 full-time employees—is a testament to the dedication and expertise of our team. I could not be prouder of what our small
and highly dedicated team has achieved.”
About Monogram Technologies Inc.
Monogram Technologies (NASDAQ: MGRM) is an AI-driven
robotics company focused on improving human health, with an initial focus on orthopedic surgery. The Company is developing a product solution
architecture to enable patient-optimized orthopedic implants at scale by combining 3D printing, advanced machine vision, AI and next-generation
robotics.
Monograms mBôs precision robotic surgical
system is designed to autonomously execute optimized paths for high-precision insertion of its FDA-cleared mPress press-fit implants.
The goal is well balanced, better-fitting bone sparing knee replacements. The Company initially intends to produce and market robotic
surgical equipment and related software, orthopedic implants, tissue ablation tools, navigation consumables, and other miscellaneous
instrumentation necessary for reconstructive joint replacement procedures. Other clinical and commercial applications for the mBôs
with mVision navigation are also being explored.
Monogram has obtained FDA clearance for mPress
implants and applied for 510(k) clearance for its robotic products. The Company is required to obtain FDA clearance before it can
market its products. Monogram cannot estimate the timing or assure the ability to obtain such clearances.
The Company believes that its mBôs precision
robotic surgical assistants, which combine AI and novel navigation methods (mVision), will enable more personalized knee implants for
patients, resulting in well balanced better-fitting knee replacements with bone sparing implants. Monogram anticipates that there may
be other clinical and commercial applications for its navigated mBôs precision robot and mVision navigation.
To learn more, visit www.monogramtechnologies.com.
Forward-Looking Statements
This press release may contain "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical
facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results
and involve a number of risks and uncertainties.. Forward-looking statements, other than statements of historical fact, are highly likely
to be affected by other unknowable future events and conditions, including elements of the future that are or are not under our control,
and that the Company may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of
future performance. Actual developments and results are highly likely to vary materially from any forward-looking statements as a result
of a number of factors, including those described in the prospectus and the Company's other filings with the SEC. The Company undertakes
no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Investor Relations
Chris Tyson
Executive Vice President
MZ North America
Direct: 949-491-8235
MGRM@mzgroup.us
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