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Form 8-K

sec.gov

8-K — TELA Bio, Inc.

Accession: 0001104659-26-103548

Filed: 2026-08-31

Period: 2026-08-28

CIK: 0001561921

SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)

Item: Cost Associated with Exit or Disposal Activities

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 — tm2624299d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2624299d1_ex99-1.htm)

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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):

August 28, 2026

TELA

Bio, Inc.

(Exact name of registrant as specified in its

charter)

Delaware

001-39130

45-5320061

(State or other jurisdiction of

incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

1

Great Valley Parkway, Suite 24

Malvern,

Pennsylvania

19355

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including

area code: (484) 320-2930

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

TELA

Nasdaq

Global 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 2.05

Costs Associated with Exit or Disposal Activities.

On August 28, 2026, the Board of Directors (the “Board”)

of TELA Bio, Inc. (the “Company”) approved a reduction in workforce (the “Plan”) in

order to reduce the Company’s operating expenses and preserve capital to focus on improving product sales to support increasing

future revenue growth. The Plan will reduce the Company’s workforce by approximately 20%, from 201 full-time employees to 160 full-time

employees, and is expected to be substantially completed during the third quarter of 2026.

The Company expects to incur aggregate charges of approximately $1.5

million in connection with the Plan, consisting primarily of severance and other employee-related costs. The Company expects that substantially

all of these charges will result in future cash expenditures and will be incurred during the third quarter of 2026.

The estimates described above are subject to a number of assumptions

and actual results may differ materially from the estimates. The Company may also incur additional charges or cash expenditures not currently

contemplated due to events that may occur as the Plan is implemented.

Item 5.02

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

Effective on August 31, 2026, Roberto Cuca stepped down from his position

as the Company’s Chief Financial Officer, Chief Operating Officer, Corporate Secretary and principal financial officer. Mr. Cuca’s

departure will be treated as a termination without cause pursuant to his existing employment agreement. The Board appointed Heather Getz

to serve as the Company’s “principal financial officer.”

The Company expects to enter into a separation agreement with Mr. Cuca

on the same terms as provided for in his existing employment agreement, which will be filed as an exhibit to the Company’s Quarterly

Report on Form 10-Q for the quarter ended September 30, 2026.

Item 7.01

Regulation FD Disclosure.

On August 31, 2026, the Company issued a press release announcing the

Company’s strategic cost reduction initiative. A copy of this press release is furnished as Exhibit 99.1 hereto and incorporated

herein by reference.

The information furnished pursuant to Item 7.01, including Exhibit 99.1,

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, and shall not be deemed to be 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

Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are being furnished herewith:

Exhibit

No.

Document

99.1

Press Release of TELA Bio, Inc., dated August 31, 2026.

104

Cover Page Interactive Data File (embedded within the 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.

TELA BIO, INC.

By:

/s/ Heather Getz

Name:

Heather Getz

Title:

Chief Executive Officer and Director

Date: August 31, 2026

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2624299d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

TELA Bio Announces COO / CFO Transition

and Strategic Cost Reduction Initiative

Company to reduce annual operating expenses

by $17.0 million or 18%

as part of broader efficiency program

MALVERN, PA, August 31, 2026 -- TELA Bio,

Inc. (“TELA Bio” or the “Company”), a commercial-stage medical technology company focused on providing innovative

soft-tissue reconstruction solutions, today announced that Roberto Cuca, Chief Operating Officer and Chief Financial Officer, will step

down from the role effective today.

“On behalf of the Board and management team, I would like to

thank Roberto for his many contributions to TELA Bio over the past five years,” said Heather Getz, Chief Executive Officer of TELA

Bio. “Roberto has been instrumental in helping us scale operations in support of the Company’s long-term growth aspirations.

We are deeply grateful for his commitment to the organization, and we wish him all the best in his future endeavors.”

Ms. Getz continued, “At the same time,

we are implementing a broader initiative to strengthen our cost structure and position TELA Bio for long-term success. Over the last month,

we have conducted a comprehensive review of our business and corporate infrastructure to identify opportunities to operate more efficiently.

As a result, we have taken actions to reduce our annual operating expenses by approximately $17.0 million across the organization. These

savings will be driven by a targeted headcount reduction of approximately 20% and the streamlining of external resources, while preserving

our ability to invest in our core growth priorities and product innovation. We are focused on disciplined execution, strengthening the

business, and creating a more efficient organization positioned to deliver sustainable long-term growth and expect this initiative to

extend our cash runway into 2028.”

TELA Bio anticipates incurring a one-time

restructuring charge of approximately $1.5 million in the third quarter of 2026, primarily related to severance and other employee-related

costs. The Company intends to provide additional details and commentary regarding the cost reduction initiatives during its third quarter

2026 earnings call, planned for early November.

About TELA Bio, Inc.

TELA Bio, Inc. (NASDAQ: TELA) is a commercial-stage medical technology

company focused on providing innovative technologies that optimize clinical outcomes by prioritizing the preservation and restoration

of the patient's own anatomy. The Company is committed to providing surgeons with advanced, economically effective soft-tissue reconstruction

solutions that leverage the patient's natural healing response while minimizing long-term exposure to permanent synthetic materials.

For more information, visit www.telabio.com.

Caution Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning

of The Private Securities Litigation Reform Act of 1995. Words such as “may,” “might,” “will,” “should,”

“believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,”

“forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding

intent, belief, or current expectations are forward-looking statements and reflect the current beliefs of TELA Bio's management. Such

forward-looking statements include, without limitation, statements relating to the anticipated benefits from the Company’s cost

reduction initiatives; and other statements regarding the Company’s future plans, objectives, and financial and operational performance.

These statements are not guarantees of

future performance and are subject to certain risks, uncertainties and other factors that could cause actual results and events to differ

materially and adversely from those indicated by such forward-looking statements, including, but not limited to: risks associated with

executive leadership transitions, including the ability to successfully integrate new senior management and retain key personnel during

and after such transitions; the impact to our business from macroeconomic conditions, including recessionary concerns, banking instability,

increasing market interest rates, monetary policy changes, changes in trade policies, including tariffs and trade protection measures,

and inflationary pressures, potentially impacting our ability to market our products, including the launch of new products; demand for

our products related to changes in volumes or frequency of surgical procedures, including due to outbreak of illness or disease, cybersecurity

events impacting hospital operations, potential hospital closures, labor and hospital staffing shortages, supply chain disruptions to

critical surgical and hospital supplies, pricing pressures or any other applicable adverse healthcare economic factors; our ability to

achieve or sustain profitability; our ability to gain market acceptance for our products and to accurately forecast and meet customer

demand; our ability to compete successfully; our ability to successfully reduce our operating expenses through our cost reduction initiatives

and to realize the anticipated benefits from such initiatives; that data from earlier studies related to our products and interim data

from ongoing studies may not be replicated in later studies or indicative of future data; our ability to enhance our product offerings,

including successful launch of new products; our ability to maintain expanded market access; product development and manufacturing problems;

capacity constraints or delays in production of our products; maintenance of coverage and adequate reimbursement for procedures using

our products; and product defects or failures. These risks and uncertainties are described more fully in the “Risk Factors”

section and elsewhere in our filings with the Securities and Exchange Commission and available at www.sec.gov, including

in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Any forward-looking statements that we make in this announcement

speak only as of the date of this press release, and TELA Bio assumes no obligation to update forward-looking statements whether as a

result of new information, future events or otherwise after the date of this press release, except as required under applicable law.

Investor Contact

Louisa Smith

ir@telabio.com

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