{"url_path":"/sec/si/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-13","source_url":"https://www.sec.gov/Archives/edgar/data/1699350/0001699350-26-000035-index.html","accession_number":"0001699350-26-000035","cik":"0001699350","ticker":"SI","issuer_name":"SHOULDER INNOVATIONS, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1699350/0001699350-26-000035-index.html","primary_entity_key":"0001699350","primary_entity_name":"SHOULDER INNOVATIONS, INC."},"word_count":225,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities and Use of Proceeds\n\nRecent Sales of Unregistered Securities\n\nNone.\n\nUse of Proceeds\n\nOn August 1, 2025, we completed our initial public offering (“IPO”) in which we issued and sold 5,000,000 shares of common stock at a public offering price of $15.00 per share. Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC and Piper Sandler & Co. acted as lead underwriters for the IPO. We raised net proceeds of $64,212 thousand after deducting underwriter discounts and commissions and fees and expenses payable by us. No payments for such expenses were made directly or indirectly to (i) any of our officers or directors or their associates, (ii) any persons owning 10% or more of any class of our equity securities or (iii) any of our affiliates.\n\nAll shares issued and sold in the IPO were registered under the Securities Act pursuant to the Registration Statement on Form S-1 (File No. 333-288549), as amended, declared effective by the SEC on July 30, 2025 (the “Registration Statement”).\n\nThere has been no material change in the expected use of the net proceeds from our IPO as described in our Registration Statement. Certain of the net proceeds from our IPO have been invested primarily in savings and money market accounts.\n\nPurchases of Equity Securities by the Issuer or Affiliated Purchasers\n\nNone."}