{"url_path":"/sec/elut/8-k/2026-07-20/item-7-01","section_key":"item-7-01","section_title":"Item 7.01 ****Regulation FD Disclosure.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-20","source_url":"https://www.sec.gov/Archives/edgar/data/1708527/0001104659-26-085061-index.html","accession_number":"0001104659-26-085061","cik":"0001708527","ticker":"ELUT","issuer_name":"ELUTIA INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1708527/0001104659-26-085061-index.html","primary_entity_key":"0001708527","primary_entity_name":"ELUTIA INC."},"word_count":645,"has_tables":true,"body_markdown":"**Item 7.01****Regulation FD Disclosure.**\n\n \n\nOn July 16, 2026, Elutia issued a press release announcing the Purchase\nAgreement, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.\n\n \n\nThe information in this Item 7.01 (including Exhibit 99.1) of this\nCurrent Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities\nExchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall\nit be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange\nAct, except as expressly set forth by specific reference in such filing.\n\n \n\n**Forward-Looking Statements**\n\n \n\nThis report contains “forward-looking statements” within\nthe meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.\nForward-looking statements can be identified by words such as “projects,” “may,” “will,” “could,”\n“would,” “should,” “believes,” “expects,” “anticipates,” “estimates,”\n“intends,” “plans,” “potential,” “promise” or similar references to future periods. All\nstatements contained in this report that do not relate to matters of historical fact should be considered forward-looking statements,\nincluding any statements and information concerning the Company’s plans for the closing of the sale of the SimpliDerm Business,\nwhich is subject to customary closing conditions, including if and when the Asset Purchase will be consummated, and any statements regarding\nthe maximum of up to $3 million in contingent technology transfer and commercial milestone and earn-out payments, which if earned, shall\nform part of the consideration and are conditioned upon satisfaction of certain milestones and metrics.\n\n \n\n \n\n \n\n \n\nForward-looking statements are based on management’s current\nassumptions and expectations of future events and trends, which affect or may affect our business, strategy, operations or financial performance,\nand actual results may differ materially from those expressed or implied in such statements due to numerous risks and uncertainties. Forward-looking\nstatements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, and other important factors\nthat may cause actual results, performance or achievements to differ materially from those contemplated or implied in this report, including,\nbut not limited to: the occurrence of any event, change or circumstance that could delay the Asset Purchase or give rise to termination\nof the Purchase Agreement; the risk that the technology transfer and commercial milestone payments are reduced, delayed, or not earned\nor received; the outcome of any legal proceedings instituted against the Company following announcement of the Asset Purchase; the inability\nto consummate the Asset Purchase due to failure to satisfy closing conditions; the risk that the Asset Purchase disrupts Elutia’s\ncurrent plans and operations, including distraction of management and employees; costs related to the Asset Purchase; changes in applicable\nlaws or regulations; and other risks and uncertainties which can be found in the “Risk Factors” section of Elutia’s\npublic filings with the Securities and Exchange Commission (“SEC”), including Elutia’s Annual Report on Form 10-K for\nthe year ended December 31, 2025, as such factors may be updated from time to time in Elutia’s other filings with the SEC, including\nElutia’s Quarterly Reports on Form 10-Q, accessible on the SEC’s website at www.sec.gov and the Investor Relations page of\nElutia’s website at https://investors.elutia.com.\n\n \n\nBecause forward-looking statements are inherently subject to risks\nand uncertainties, you should not rely on these forward-looking statements as predictions of future events. Any forward-looking statement\nmade by Elutia in this report is based only on information currently available and speaks only as of the date on which it is made. Except\nas required by applicable law, Elutia expressly disclaims any obligations to publicly update any forward-looking statements, whether written\nor oral, that may be made from time to time, whether as a result of new information, future developments or otherwise."}