10-K: TriSalus Reports Strong TriNav Growth, Advances Drug Pipeline
Annual Report
TriSalus Life Sciences, Inc. reported a 53.4% increase in TriNav revenue for 2025, alongside continued development of its immuno-oncology therapeutic, nelitolimod, while navigating ongoing operating losses and internal control weaknesses.
Summary
- TriSalus Life Sciences, Inc. is an oncology-focused medical technology business aiming to transform outcomes for solid tumor patients by integrating its innovative Pressure-Enabled Drug Delivery (PEDD) technology with standard-of-care therapies and its investigational immunotherapeutic, nelitolimod.
- The company's on-market device, the TriNav Infusion System, which utilizes PEDD technology, achieved $45.2 million in revenue in 2025, representing a 53.4% growth compared to $29.431 million in 2024.
- PEDD technology has been used in over 31,000 procedures, primarily transarterial radioembolization (TARE) and transarterial chemoembolization (TACE) for liver cancers.
- In 2025, TriSalus expanded its TriNav portfolio with the launch of TriNav FLX and TriNav XP, designed for broader anatomical complexity and larger embolic particles, respectively.
- The estimated total addressable market for TriSalus PEDD technology in the U.S. is projected to exceed $2.3 billion annually, including applications in liver cancer, multinodular goiter, locally advanced pancreatic cancer, uterine artery embolization, genicular artery embolization, and prostate artery embolization.
- Nelitolimod, an investigational class C TLR9 agonist, is in early clinical development, with Phase 1/1b studies completed for Uveal Melanoma with Liver Metastases (UMLM), Intrahepatic Cholangiocarcinoma (ICC)/Hepatocellular Carcinoma (HCC), and Locally Advanced Pancreatic Carcinoma (LA-PDAC).
- Results from the Phase 1 nelitolimod studies are expected in 2026, after which the company plans to seek pharmaceutical partners for Phase 2 development due to high capital costs.
- The company reported a net loss of $39.2 million for the year ended December 31, 2025, an increase from a net loss of $30.0 million in 2024.
- As of December 31, 2025, the accumulated deficit was $330.6 million, and cash and cash equivalents stood at $20.4 million.
- A public offering closed on February 23, 2026, raising net proceeds of approximately $42.6 million, including the purchase of over-allotment shares.
- Management identified a material weakness in internal control over financial reporting related to accounting for significant transactions, which remains unremediated as of December 31, 2025.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a mixed filing. While strong revenue growth for TriNav and strategic product launches are positive, the increasing net losses, declining gross margin, and unremediated material weakness in internal controls present significant concerns for investors.
Positives
- TriNav revenue grew by 53.4% to $45.2 million in 2025, demonstrating strong market acceptance and commercialization success.
- The PEDD method has been utilized in over 31,000 procedures, indicating significant clinical adoption and experience.
- Launch of TriNav FLX and TriNav XP in 2025 expands the product portfolio and addresses a broader range of patient anatomies and procedural needs, increasing market opportunity.
- Real-world evidence suggests TriNav patients, despite higher baseline disease burden, show comparable or better clinical outcomes, including reduced post-procedure fatigue and increased liver transplants.
- The estimated total addressable market for PEDD technology in the U.S. is projected to exceed $2.3 billion annually, indicating substantial growth potential.
- Received two unique and permanent HCPCS reimbursement codes (C9797 and C8004) from CMS, providing clear and stable reimbursement for TriNav procedures.
- Completed Phase 1 and Phase 1b clinical trials for nelitolimod in multiple solid tumor indications, advancing the therapeutic pipeline.
- Successfully raised approximately $42.6 million in net proceeds from a public offering in February 2026, enhancing liquidity.
- The minimum cash requirement for the liquidity covenant under the OrbiMed Credit Agreement was lowered from $10.0 million to $5.0 million, providing greater financial flexibility.
Negatives
- Incurred significant net losses of $39.2 million in 2025, an increase from $30.0 million in 2024, contributing to an accumulated deficit of $330.6 million.
- Gross margin decreased from 86.1% in 2024 to 84.6% in 2025, primarily due to lower manufacturing efficiency associated with newly launched products.
- Nelitolimod is in early clinical development (Phase 1), requiring substantial additional capital and partnerships for progression to Phase 2 trials.
- The business is highly dependent on TriNav sales, making it vulnerable to changes in market acceptance or reimbursement status.
- A material weakness in internal control over financial reporting related to accounting for significant transactions remains unremediated as of December 31, 2025.
- Interest expense increased by 79.4% to $5.544 million in 2025, driven by additional debt borrowings.
- The change in fair value of SEPA, warrant, and revenue base redemption liabilities resulted in a loss of $4.1 million in 2025, an increase from a $2.1 million loss in 2024.
- A loss of $2.7 million was recorded for the change in fair value of contingent earnout liability in 2025, contrasting with a gain of $11.2 million in 2024.
Risks
- Limited operating history and anticipation of increasing expenses and continuing losses for the foreseeable future.
- Requirement for substantial additional capital to finance operations and product candidate development, with no certainty of favorable terms or availability.
- Inability to generate sufficient cash to service indebtedness or borrow additional funds under the Loan Facility.
- Obligations under the Dynavax Agreement require potentially significant payments before nelitolimod generates revenue.
- High dependence on TriNav sales; failure to achieve continued market acceptance will harm business and future prospects.
- Any change to TriNav's reimbursement status that reduces the level of reimbursement could cause sales to materially decline and impede market adoption.
- Early stage of nelitolimod development; inability to advance, obtain regulatory approval, or commercialize could materially adversely affect the business.
- Delays in clinical trials are common and could result in increased costs or jeopardize regulatory approval.
- Difficulty enrolling patients in clinical trials could delay or prevent the development of product candidates.
- Changes in existing third-party coverage or inability to secure and maintain favorable reimbursement may impact the ability to sell products.
- Highly competitive biopharmaceutical and medical device industries, facing larger, well-capitalized competitors.
- Potential failure of collaborations, in-licensing arrangements, joint ventures, or strategic alliances to achieve objectives or generate significant revenue.
- Lack of long-term contractual commitments from customers, leading to uncertainty in future revenue.
- Dependence on senior management team; loss of key employees or inability to attract and retain highly skilled employees.
- Failure to promote, protect, and maintain the brand in a cost-effective manner.
- Difficulties in production, formulation, process development, or scaling up manufacturing capabilities, especially with outsourced custom manufacturing.
- Reliance on third-party contractors for nelitolimod supply and manufacturing, posing risks of disruption, quality issues, or regulatory non-compliance.
- Risk management processes and procedures may not be effective, potentially leading to unexpected losses.
- Information technology systems or data, or those of third parties, being compromised could lead to adverse consequences including regulatory investigations, litigation, and reputational harm.
- Natural or man-made disasters and other similar events may significantly disrupt business operations.
- Subject to numerous complex regulatory requirements; failure to comply or the cost of compliance may harm the business.
- Complexity of combination products (drug and medical device) presents additional development and regulatory challenges.
- No guarantee of expedited development or approval for nelitolimod under FDA programs.
- The regulatory approval or clearance process is expensive, time-consuming, and uncertain.
- Ongoing regulatory oversight even after approval; potential for post-market issues such as reduced effectiveness or undesirable side effects.
- Healthcare reform and other governmental and private payor initiatives may adversely affect commercial success.
- Manufacturing must comply with federal and foreign regulations; risk of recalls or production termination.
- Changes in treatment guidelines or standard of care may require product redesign or new marketing authorization.
- Relationships with healthcare providers are subject to federal and state healthcare fraud and abuse laws, false claims laws, and privacy laws; non-compliance could lead to substantial penalties.
- Potential product liability lawsuits could cause substantial liabilities and limit commercialization.
- Subject to stringent and evolving U.S. and foreign laws, regulations, and rules related to data privacy and security; non-compliance could lead to regulatory actions, litigation, and reputational harm.
- Ability to use net operating loss carryforwards and certain other tax attributes is limited due to ownership changes.
- Failure to obtain, adequately protect, maintain, or enforce intellectual property rights could substantially harm business.
- Expiration or loss of patent protection may adversely affect future revenues.
- Inability to protect intellectual property rights throughout the world.
- Claims challenging the inventorship or ownership of patents and other intellectual property.
- Risk of incorrectly identifying or interpreting relevant third-party patents.
- Disagreements over contract interpretation in intellectual property agreements could narrow rights or increase obligations.
- Failure to comply with obligations under agreements (e.g., Dynavax Agreement) could lead to damages or loss of intellectual property rights.
- Inability to obtain data exclusivity under the Hatch-Waxman Amendments could harm the business.
- Inadequate protection of trademarks could hinder name recognition and adversely affect business.
- Increased costs and management time due to operating as a public company; potential failure to comply with Sarbanes-Oxley Act.
- Volatility of securities price due to various market and industry factors.
- Inability to maintain the listing of securities on Nasdaq in the future.
- Unstable market and economic conditions may have serious adverse consequences.
- Risk of securities class action litigation following stock price declines.
- Reports published by analysts that differ from actual results could adversely affect stock price and trading volume.
- Sales of securities by the company or equity holders could cause the market price to decline.
- Reduced disclosure obligations as a smaller reporting company may make securities less attractive to investors.
- Anti-takeover provisions in the Certificate of Incorporation and Bylaws, as well as Delaware law, could limit stockholder actions and delay or discourage takeover attempts.
- Designation of Delaware courts as the sole and exclusive forum for substantially all disputes could limit stockholders' ability to obtain a favorable judicial forum.
- Provisions renouncing the company's interest and expectation to participate in certain corporate opportunities identified or presented to non-employee directors or stockholders.
Future Outlook
The company expects to incur significant expenses and operating losses for the foreseeable future as it continues to invest in the commercialization of TriNav and the clinical development of nelitolimod. It plans to seek pharmaceutical partners for nelitolimod's Phase 2 development after data from early trials become available in 2026, citing high capital costs. The total addressable market for PEDD technology in the U.S. is projected to exceed $2.3 billion annually, with commercial sale of the PRVI device not anticipated before 2027. The company intends to expand its sales organization and pursue collaborations to enhance therapeutic delivery.
Management Comments
- Our ultimate goal is to transform the treatment paradigm for patients battling solid tumors.
- We believe that the combination of PEDD with nelitolimod creates a platform approach with the potential to address common therapeutic barriers across numerous solid tumor indications.
- Due to the excessive costs of capital, we are looking for potential partners for funding to advance nelitolimod development in Phase II trials in one or more chosen indications based on the results of these early studies.
- We are a high growth, high margin company approaching a level of revenues that can generate sufficient cash flow to sustain our operations.
- Our human capital resources objectives include, as applicable, identifying, recruiting, retaining incentivizing and integrating our existing and new employees, advisors and consultants.
- We consider our relationship with our employees to be good, healthy and transparent.
Industry Context
StockSavvy.ai notes that TriSalus operates in the highly competitive and rapidly evolving oncology medical technology and biopharmaceutical sectors. The company's dual focus on overcoming drug delivery barriers in solid tumors with its PEDD technology and developing an immuno-oncology therapeutic (nelitolimod) aligns with broader industry trends towards targeted therapies and combination approaches to address unmet needs in difficult-to-treat cancers like liver and pancreatic tumors. The pursuit of partnerships for nelitolimod's Phase 2 development reflects the significant capital requirements and risk-sharing strategies common in early-stage drug development within this industry.
Comparison to Industry Standards
- TriNav's PEDD technology is presented as a meaningful departure from traditional end-hole catheter designs, actively controlling flow dynamics and positioning to improve therapeutic outcomes, unlike standard microcatheters from competitors like Embolix (Sniper) and Merit Medical (Swift NINJA).
- Nelitolimod's Phase 2 study data (prior to acquisition) demonstrated improved responsiveness to pembrolizumab with acceptable tolerability in stage IV cutaneous melanoma, with a 78% response rate in treatment-naive patients, which is higher than reported for anti-PD-1 therapy alone, suggesting a potentially superior efficacy profile compared to existing monotherapies.
- The company's gross margin of 84.6% in 2025 is indicative of a high-value medical device, potentially exceeding typical margins for commodity medical supplies, but the slight decline from 86.1% in 2024 suggests initial inefficiencies with new product launches.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | NA | David Patience | May 27, 2025 | New hire, with a waiver for prior default related to the 30 days written notice of change in CFO. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Policy Adoption | Adopted a Code of Business Conduct and Ethics applicable to all officers, directors, and employees. | NA | Enhances ethical standards and compliance framework for a public company. |
| Cybersecurity Oversight | Cybersecurity risks are overseen by the Audit Committee, which actively participates in strategic decisions and receives annual updates from the Vice President of Operations. | NA | Strengthens board-level oversight of evolving cybersecurity threats and risk management. |
| Liquidity Covenant Amendment | Minimum cash requirement for the liquidity covenant under the OrbiMed Credit Agreement lowered from $10.0 million to $5.0 million. | November 10, 2025 | Provides greater financial flexibility and reduces immediate liquidity pressure. |
| Preferred Stock Conversion Terms Amendment | Second Amendment to the OrbiMed Credit Agreement allows for the company to accelerate payment of the Series A Preferred Stock dividends in cash payments in lieu of fractional shares upon conversion of Preferred Stock. | April 30, 2025 | Facilitates preferred stock conversion and manages dividend obligations. |
| Warrant Agreement Amendment | Amendment No. 1 to Warrant Agreement, dated June 26, 2024, allows all outstanding Public Warrants to be exchanged, at the company's option, at an exchange rate of 0.27 shares of Common Stock per Public Warrant. | June 26, 2024 | Provides flexibility for the company to manage its warrant liabilities and potentially reduce future dilution from cash exercises. |
Legal Proceedings
- Not currently a party to or aware of any pending or threatened legal proceedings that are believed to have a material adverse effect on the business, financial condition, or results of operations.
Related Party Transactions
- The Sponsor Support Agreement with MedTech Acquisition Sponsor LLC and MTAC's directors and officers, where 3,125,000 Sponsor Earnout Shares became unvested and subject to forfeiture if certain triggering events are not achieved.
- The OrbiMed Credit Agreement and related warrants issued to OrbiMed, a healthcare investment firm, and its affiliates.
Stakeholder Impact
- Shareholders face potential dilution from future equity raises, stock price volatility, and the impact of financial performance and regulatory approvals on investment value, with potential benefits from successful commercialization of TriNav and nelitolimod.
- Employees are affected by continued employment and growth opportunities, stock-based compensation incentives, and the intensity of the competitive hiring environment.
- Customers, including interventional radiologists, hospitals, and clinics, gain access to innovative PEDD technology (TriNav, TriNav FLX, TriNav XP, PRVI), potentially improved patient outcomes, and benefit from consistent reimbursement codes and ongoing clinical evidence support.
- Patients benefit from access to improved therapeutic delivery for solid tumors and the potential for better responses to therapies, with opportunities to participate in clinical trials for nelitolimod.
- Suppliers and manufacturers have continued business for raw materials and contract manufacturing, but are also subject to qualification and compliance requirements.
- Creditors, specifically OrbiMed, are impacted by the repayment of debt obligations, interest payments, security interests in company assets, and compliance with covenants.
Next Steps
- Complete data analysis from Phase 1 nelitolimod studies (expected in 2026).
- Begin discussions with potential pharmaceutical partners for nelitolimod's Phase 2 clinical development (after 2026 data analysis).
- Expand TriNav sales organization in the U.S.
- Develop collaborations with therapeutic partners to improve targeted delivery of therapies.
- Continue partnering with leading academic medical centers for clinical evidence of PEDD.
- Conduct research and development efforts for future TriNav product launches within the next several years, including incorporation of sensing and machine learning.
- Commercialization of the PRVI device is not anticipated before 2027.
- Enroll up to 100 patients in the PROTECT registry study for thyroid embolization.
- Evaluate seeking pediatric exclusivity for nelitolimod, if appropriate, upon approval.
- Evaluate the impact of new accounting pronouncements (ASU 2023-06, ASU 2024-03, ASU 2024-04, ASU 2025-04, ASU 2025-11, ASU 2025-12) on consolidated financial statements.
- Remediate the remaining material weakness in internal control over financial reporting related to accounting for significant transactions.
Key Dates
| Date | Description |
|---|---|
| July 31, 2020 | TriSalus entered into an Asset Purchase Agreement with Dynavax Technologies Corporation to purchase nelitolimod intellectual property and product know-how. |
| December 30, 2020 | TriSalus made an additional payment of $4.0 million to Dynavax for clinical trial expenses incurred. |
| February 8, 2021 | Common shares and public warrants commenced separate public trading on Nasdaq. |
| March 2, 2021 | TriSalus entered into a five-year Alliance Program (MDACC Agreement) with the University of Texas MD Anderson Cancer Center. |
| September 2021 | TriSalus made a $1.0 million milestone payment to Dynavax after initiating its clinical study of uveal melanoma liver metastases. |
| June 2022 | TriSalus made a $1.0 million milestone payment to Dynavax after initiating its clinical study for primary liver tumors. |
| August 10, 2023 | MedTech Acquisition Corporation (MTAC) consummated a business combination with privately held TriSalus Life Sciences, Inc., and MTAC changed its name to TriSalus Life Sciences, Inc. |
| August 2023 | TriSalus made a $1.0 million milestone payment to Dynavax after initiating its clinical study for LA-PDAC. |
| October 2023 | TriSalus entered into a Standby Equity Purchase Agreement (SEPA) with Yorkville, which expired November 1, 2025. |
| December 2023 | CMS granted a unique and permanent HCPCS code, C9797, for procedures involving TriNav. |
| January 1, 2024 | HCPCS code C9797 became effective. |
| April 30, 2024 | TriSalus entered into a Credit Agreement with OrbiMed and borrowed $25.0 million (Initial Term Loan). |
| May 24, 2024 | TriSalus commenced an offer and consent solicitation for Exchange Warrants. |
| June 25, 2024 | Offer and Consent Solicitation for Exchange Warrants expired. |
| June 26, 2024 | Exchange Warrants met criteria to be equity classified. |
| July 1, 2024 | TriSalus issued 2,110,366 shares of common stock in exchange for Exchange Warrants. |
| July 17, 2024 | TriSalus exercised an option to extend the lease for its principal administrative and production facility for an additional five years, commencing January 1, 2027, and ending December 31, 2031. |
| January 1, 2025 | Authorized shares under the Employee Stock Purchase Plan (ESPP) increased by 953,418 shares to 3,303,948. |
| January 2025 | TriSalus achieved the trailing 12-month Product Revenue Base of $30.0 million. |
| February 18, 2025 | TriSalus borrowed the First Delayed Draw Term Loan Commitment of $10.0 million under the OrbiMed Credit Agreement. |
| February 25, 2025 | MDACC Agreement payment terms modified and extended for an additional year. |
| March 20, 2025 | First Amendment to OrbiMed Credit Agreement and Registration Rights Agreement became effective, providing a waiver for prior default events related to Series A Convertible Preferred Stock conversions. |
| March 31, 2025 | Waiver received to extend the timing for required audited financial statements to April 15, 2025. |
| April 1, 2025 | TriNav received a second unique and permanent HCPCS code from CMS, C8004, for mapping procedures prior to TARE. |
| April 30, 2025 | Second Amendment to the OrbiMed Credit Agreement became effective, allowing the company to accelerate payment of Series A Preferred Stock dividends in cash. |
| April 30, 2025 | TriSalus raised gross proceeds of approximately $22.0 million through a Private Placement. |
| May 27, 2025 | Executive Employment Agreement and Sign-on Bonus Agreement for David Patience dated. |
| June 2, 2025 | Consulting Agreement for David Patience dated. |
| June 23, 2025 | TriSalus commenced an offer to all holders of Preferred Stock to exchange their shares for Common Stock. |
| July 23, 2025 | Offer to exchange Preferred Stock expired. |
| July 31, 2025 | All shares of Preferred Stock were converted for common stock shares, resulting in the issuance of 11,813,059 Common Stock shares. |
| November 1, 2025 | Standby Equity Purchase Agreement (SEPA) with Yorkville expired. |
| November 10, 2025 | OrbiMed Third Amendment lowered the minimum cash requirement for the liquidity covenant from $10.0 million to $5.0 million and provided a waiver for a prior default related to the CFO change. |
| December 31, 2025 | Fiscal year ended. |
| Early 2026 | Anticipated data availability from the PERIO-03 Phase I dose escalation study in LA-PDAC. |
| February 19, 2026 | TriSalus entered into an underwriting agreement for a public offering of common stock. |
| February 23, 2026 | The public offering closed, resulting in net proceeds of approximately $37.0 million, with an additional $5.6 million from option shares. |
| March 2, 2026 | 61,306,437 outstanding shares of common stock. |
| March 5, 2026 | Annual Report on Form 10-K filed. |
| April 30, 2031 | Initial OrbiMed Warrant expires. |
| December 31, 2031 | Lease for principal office, manufacturing, and warehouse space expires. |
| February 18, 2032 | Subsequent OrbiMed Warrant expires. |
| January 1, 2033 | The Employee Stock Purchase Plan (ESPP) share reserve automatically increases until this date. |
| August 10, 2033 | The 2023 Equity Incentive Plan expires. |
Recommendation
holdWhile TriSalus Life Sciences demonstrates strong revenue growth for its TriNav device and is advancing its promising nelitolimod therapeutic, the company continues to incur significant net losses and has an unremediated material weakness in internal controls. The recent capital raise provides liquidity, but the early stage of drug development and the need for future partnerships introduce substantial uncertainty. Investors should hold, monitoring progress on nelitolimod's clinical development, the remediation of internal control weaknesses, and the company's path to profitability.
Keywords
TriSalus Life Sciences, TLSI, Medical Technology, Oncology, Drug Delivery, PEDD, TriNav Infusion System, Nelitolimod, Immuno-oncology, Solid Tumors, Liver Cancer, Pancreatic Cancer, HCPCS, FDA, Clinical Trials, Biotechnology, Medical Devices, Corporate Governance, Financial Reporting, SEC Filing, Warrants, Capital Raise
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