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Form 8-K

sec.gov

8-K — Apyx Medical Corp

Accession: 0001493152-26-036557

Filed: 2026-08-07

Period: 2026-08-06

CIK: 0000719135

SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Submission of Matters to a Vote of Security Holders

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-10.1 (ex10-1.htm)

GRAPHIC (form8-k_001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: form8-k.htm · Sequence: 1

false

0000719135

0000719135

2026-08-06

2026-08-06

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

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

August

6, 2026

Date

of Report (date of earliest event reported)

APYX

MEDICAL CORPORATION

(Exact

name of registrant as specified in its charter)

Delaware

001-31885

11-2644611

(State

or other jurisdiction of

incorporation)

(Commission

File

Number)

(I.R.S.

Employer

Identification

No.)

5115

Ulmerton Road, Clearwater, Florida 33760

(Address

of principal executive offices, zip code)

(727)

384-2323

(Registrant’s

telephone number, including area code)

(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 (see General Instruction A.2. below):

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

Class A common stock

APYX

Nasdaq Global Select 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 5.02. Departure

of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Compensatory Arrangements of Certain Officers.

As

described under Item 5.07 of this Current Report on Form 8-K, Apyx Medical Corporation (the “Company”) held its 2026 Annual

Meeting of Stockholders (the “Annual Meeting”), at which the Company’s stockholders approved the adoption of the Company’s

2026 Share Incentive Plan (the “2026 Plan”).

A

summary of the 2026 Plan is contained, under the heading “Approval of the 2026 Share Incentive Plan”, in the Company’s

definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on June 26, 2026 (the “Proxy

Statement”).

The

foregoing description of the 2026 Plan is qualified in its entirety by reference to the full text of the 2026 Plan that is filed as Exhibit

10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 5.07. Submission

of Matters to a Vote of Security Holders.

On

August 6, 2026, the following proposals were submitted to the stockholders of the Company at its Annual Meeting: (1) the election of

five (5) directors; (2) the ratification of RSM US LLP as the Company’s independent registered public accounting firm for the year

ending December 31, 2026; (3) the approval of a non-binding advisory resolution supporting the compensation of the Company’s named

executive officers; and (4) the approval of the Company’s 2026 Share Incentive Plan.

The

proposals are described in more detail in the Proxy Statement.

The

following are the final voting results for each proposal:

Proposal

1:

The Company’s

stockholders elected each of the following five (5) directors to serve on the Board of Directors of the Company until the 2027 Annual

Meeting of Stockholders or until their respective successors have been duly elected and qualified, by the following vote:

Name

Number

of Votes

Cast in Favor

Number

of Votes

Cast Against

Number

of Votes

Abstained

Broker

Non-Votes

Stavros G. Vizirgianakis

18,051,294

4,083,005

84,359

7,677,267

Charles D. Goodwin

21,338,164

788,416

92,078

7,677,267

Lawrence J. Waldman

21,332,747

718,782

167,129

7,677,267

Minnie Baylor-Henry

15,400,914

6,650,608

167,136

7,677,267

Wendy Levine

15,395,258

6,656,271

167,129

7,677,267

Proposal

2:

The

Company’s stockholders ratified the appointment of RSM US LLP as the Company’s independent registered public accounting

firm for the year ending December 31, 2026, by the following vote:

Number

of Votes

Cast in Favor

Number

of Votes

Cast Against

Number

of Votes

Abstained

Broker

Non-Votes

29,814,618

31,610

49,697

-

Proposal

3:

The

Company’s stockholders approved a non-binding advisory resolution supporting the compensation of the Company’s named

executive officers, by the following vote:

Number

of Votes

Cast in Favor

Number

of Votes

Cast Against

Number

of Votes

Abstained

Broker

Non-Votes

21,458,554

669,298

90,806

7,677,267

Proposal

4:

The

Company’s stockholders approved the Company’s 2026 Share Incentive Plan, by the following vote:

Number

of Votes

Cast in Favor

Number

of Votes

Cast Against

Number

of Votes

Abstained

Broker

Non-Votes

16,186,776

2,755,882

3,276,000

7,677,267

Item 9.01. Financial

Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description

10.1

Apyx Medical Corporation 2026 Share Incentive Plan

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.

Date: August 7, 2026

APYX MEDICAL CORPORATION

By:

/s/ Matthew

Hill

Matthew Hill

Chief Financial Officer,

Secretary and Treasurer

EX-10.1

EX-10.1

Filename: ex10-1.htm · Sequence: 2

Exhibit

10.1

APYX

MEDICAL CORPORATION

2026

SHARE INCENTIVE PLAN

Section

1. Purpose.

The

purposes of the Apyx Medical Corporation 2026 Share Incentive Plan (the “Plan”) are to: (i) aid in maintaining and developing

key employees capable of assuring the future success of Apyx Medical Corporation (the “Company”), and to offer such personnel

incentives to put forth maximum efforts for the success of the Company’s business; (ii) to enhance the Company’s ability

to attract and retain the services of experienced and knowledgeable outside directors; and (iii) to afford such key employees and outside

directors an opportunity to acquire a proprietary interest in the Company, thereby aligning their interests with the interests of the

Company’s stockholders.

Section

2. Definitions.

As

used in the Plan, the following terms shall have the meanings set forth below:

a. “Affiliate”

shall mean (i) any entity that, directly or indirectly through one or more intermediaries,

is controlled by the Company and (ii) any entity in which the Company has a significant equity

interest, as determined by the Committee.

b. “Award”

shall mean any Option or Restricted Stock granted under the Plan.

c. “Award

Agreement” shall mean any written agreement, contract or other instrument or document

evidencing any Award granted under the Plan.

d. “Code”

shall mean the Internal Revenue Code of 1986, as amended from time to time, and any regulations

promulgated thereunder.

e. “Committee”

shall mean a committee of the Board of Directors of the Company designated by such Board

to administer the Plan and composed of not less than three (3) directors, each of whom is

a “Non-Employee Director” within the meaning of Rule 16b-3.

f. “Fair

Market Value” shall mean, with respect to any property (including, without limitation,

any Shares or other securities), the fair market value of such property determined by such

methods or procedures as shall be established from time to time by the Committee. Notwithstanding

the foregoing, for purposes of the Plan, the Fair Market Value of Shares on a given date

shall be the closing price of the Shares on such date on The Nasdaq Global Select Market

(“Nasdaq”) or any other national securities exchange on which the Company’s

Common Stock is listed.

g. “Incentive

Stock Option” shall mean an option granted under Section 6(a) of the Plan that is intended

to meet the requirements of Section 422 of the Code or any successor provision thereto.

h. “Key

Employee” shall mean any employee of the Company or any Affiliate who the Committee

determines to be a key employee.

i. “Non-Qualified

Stock Option” shall mean an option granted under Section 6(a) of the Plan that is not

intended to be an Incentive Stock Option.

j. “Option”

shall mean an Incentive Stock Option or a Non-Qualified Stock Option.

k. “Outside

Director” shall mean each member of the Board of Directors of the Company that is not

also an employee of the Company or any Affiliate of the Company.

l. “Participant”

shall mean either: (i) a Key Employee, (ii) an Outside Director, or (iii) a third party consultant

to the Company or any Affiliate designated to be granted an Award under the Plan.

m. “Person”

shall mean any individual, corporation, partnership, association or trust.

n. “Restricted

Stock” shall mean any Share granted under Section 6(b) of the Plan.

o. “Rule

16b-3” shall mean Rule 16b-3 promulgated by the Securities and Exchange Commission

under the Securities Exchange Act of 1934, as amended, or any successor rule or regulation

thereto.

p. “Shares”

shall mean shares of Common Stock, $0.001 par value, of the Company or such other securities

or property as may become subject to Awards pursuant to an adjustment made under Section

4(c) of the Plan.

Section

3. Administration.

a. Power

and Authority of the Committee. The Plan shall be administered by the Board of Directors,

or if the Board of Directors shall so designate, by the Committee. For purposes of this Plan,

references to the Committee shall mean either the Board of Directors or the Committee if

the Committee has been designated by the Board of Directors to administer the Plan. Subject

to the terms of the Plan and applicable law, the Committee shall have full power and authority

to: (i) designate Participants; (ii) determine the type or types of Awards to be granted

to each Participant under the Plan; (iii) determine the number of Shares to be covered by

(or with respect to which payments are to be calculated in connection with) Awards; (iv)

determine the terms and conditions of any Award or Award Agreement; (v) amend the terms and

conditions of any Award or Award Agreement and accelerate the exercisability of Options or

the lapse of restrictions relating to Restricted Stock; (vi) determine whether, to what extent

and under what circumstances Awards may be exercised in cash, Shares, other securities, other

Awards or other property, or canceled, forfeited or suspended; (vii) determine whether, to

what extent and under what circumstances cash or Shares payable with respect to an Award

under the Plan shall be deferred either automatically or at the election of the holder thereof

or the Committee; (viii) interpret and administer the Plan and any instrument or agreement

relating to, or Award made under, the Plan; (ix) establish, amend, suspend or waive such

rules and regulations and appoint such agents as it shall deem appropriate for the proper

administration of the Plan; and (x) make any other determination and take any other action

that the Committee deems necessary or desirable for the administration of the Plan. Unless

otherwise expressly provided in the Plan, all designations, determinations, interpretations

and other decisions under or with respect to the Plan or any Award shall be within the sole

discretion of the Committee, may be made at any time and shall be final, conclusive and binding

upon any Participant, any holder or beneficiary of any Award and any employee of the Company

or any Affiliate.

b. Meetings

of the Committee. The Committee shall select one of its members as its chairman and shall

hold its meetings at such times and places as the Committee may determine. A majority of

the Committee’s members shall constitute a quorum. All determinations of the Committee

shall be made by not less than a majority of its members. Any decision or determination reduced

to writing and signed by all of the members of the Committee shall be fully effective as

if it had been made by a majority vote at a meeting duly called and held. The Committee may

appoint a secretary and may make such rules and regulations for the conduct of its business

as it shall deem advisable.

Section

4. Shares Available for Awards.

a. Shares

Available. Subject to adjustment as provided in Section 4(c), the number of Shares available

for the granting of Awards under the Plan shall be 4,000,000. If any Shares covered by an

Award or to which an Award relates are not purchased or are forfeited, or if an Award otherwise

terminates without delivery of any Shares or cash payments to be received thereunder, then

the number of Shares counted against the aggregate number of Shares available under the Plan

with respect to such Award, to the extent of any such forfeiture or termination, shall again

be available for granting Awards under the Plan. In addition, any Shares that are used by

a Participant as full or partial payment to the Company of the purchase price of Shares acquired

upon exercise of an Option or to satisfy applicable tax withholding requirements (including

social insurance requirements) upon the exercise or vesting of an Award shall again be available

for granting Awards.

b. Accounting

for Awards. For purposes of this Section 4, if an Award entitles the holder thereof to

receive or purchase Shares, the number of Shares covered by such Award or to which such Award

relates shall be counted on the date of grant of such Award against the aggregate number

of Shares available for granting Awards under the Plan.

c. Adjustments.

In the event that the Committee shall determine that any dividend or other distribution (whether

in the form of cash, Shares, other securities or other property), recapitalization, stock

split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination,

repurchase or exchange of Shares or other securities of the Company, issuance of warrants

or other rights to purchase Shares or other securities of the Company or other similar corporate

transaction or event affects the Shares such that an adjustment is determined by the Committee

to be appropriate in order to prevent dilution or enlargement of the benefits or potential

benefits intended to be made available under the Plan, then the Committee shall, in such

manner as it may deem equitable, adjust any or all of (i) the number and type of Shares (or

securities or other property) which thereafter may be made the subject of Awards, (ii) the

number and type of Shares (or securities or other property) subject to outstanding Awards

and (iii) the exercise price with respect to any Award; provided, however, that the number

of Shares covered by any Award or to which such Award relates shall always be a whole number.

Section

5. Eligibility.

Any

Key Employee, including any Key Employee who is an officer or director of the Company or any Affiliate, any Outside Director or a third

party consultant to the Company or any Affiliate shall be eligible to be designated a Participant; provided, however, that an Incentive

Stock Option shall not be granted to: (1) an Outside Director; or (2) an employee of an Affiliate unless such Affiliate is also a “subsidiary

corporation” of the Company within the meaning of Section 424(f) of the Code.

Section

6. Awards.

a. Options.

The Committee is hereby authorized to grant Options to Participants with the following terms

and conditions and with such additional terms and conditions not inconsistent with the provisions

of the Plan as the Committee shall determine:

i. Exercise

Price. The purchase price per Share purchasable under an Option shall be determined by

the Committee; provided, however, that such purchase price shall not be less than the Fair

Market Value of the Shares on the date such option is granted.

ii. Option

Term. The term of each Option shall be fixed by the Committee, but such term shall not

exceed 10 years from the date on which such Option is granted.

iii. Time

and Method of Exercise. The Committee shall determine the time or times at which an Option

may be exercised in whole or in part and the method or methods by which, and the form or

forms (including, without limitation, cash, Shares, other securities, cashless exercise,

other Awards or other property, or any combination thereof, having a Fair Market Value on

the exercise date equal to the relevant exercise price) in which payment of the exercise

price with respect thereto may be made or deemed to have been made.

b. Restricted

Stock. The Committee is hereby authorized to grant Awards of Restricted Stock to Participants

with the following terms and conditions and with such additional terms and conditions not

inconsistent with the provisions of the Plan as the Committee shall determine:

i. Restrictions.

Shares of Restricted Stock shall be subject to such restrictions as the Committee may impose

(including, without limitation, any limitation on the right to vote a Share of Restricted

Stock or the right to receive any dividend or other right or property with respect thereto),

which restrictions may lapse separately or in combination at such time or times, in such

installments or otherwise as the Committee may deem appropriate.

ii. Stock

Certificates. Any Restricted Stock granted under the Plan shall be evidenced by issuance

of a stock certificate or certificates. Such certificate or certificates shall be registered

in the name of the Participant and shall bear an appropriate legend referring to the terms,

conditions and restrictions applicable to such Restricted Stock.

iii. Forfeiture;

Delivery of Shares. Except as otherwise determined by the Committee, upon termination

of employment or upon resignation or removal as an Outside Director (as determined under

criteria established by the Committee) during the applicable restriction period, all Shares

of Restricted Stock at such time subject to restriction shall be forfeited and reacquired

by the Company; provided, however, that the Committee may, when it finds that a waiver would

be in the best interest of the Company, waive in whole or in part any or all remaining restrictions

with respect to Shares of Restricted Stock. Shares representing Restricted Stock that are

no longer subject to restrictions shall be delivered to the holder thereof promptly after

the applicable restrictions lapse or are waived.

c. General.

i. No

Cash Consideration for Awards. Except as otherwise determined by the Committee, Awards

shall be granted for no cash consideration or for such minimal cash consideration as may

be required by applicable law.

ii. Awards

May Be Granted Separately or Together. Awards may, in the discretion of the Committee,

be granted either alone or in addition to, in tandem with or in substitution for any other

Award or any award granted under any plan of the Company or any Affiliate other than the

Plan. Awards granted in addition to or in tandem with other Awards or in addition to or in

tandem with awards granted under any such other plan of the Company or any Affiliate may

be granted either at the same time as or at a different time from the grant of such other

Awards or awards.

iii. Forms

of Payment Under Awards. Subject to the terms of the Plan and of any applicable Award

Agreement, payments to be made by the Company or an Affiliate upon the grant, exercise or

payment of an Award may be made in Shares, cash or a combination thereof as the Committee

shall determine, and may be made in a single payment, in installments or on a deferred basis,

in each case in accordance with rules and procedures established by the Committee. Such rules

and procedures may include, without limitation, provisions for the payment or crediting of

reasonable interest on installments or deferred payments.

iv. Limits

On Transfer of Awards. No Award and no right under any such Award shall be assignable,

alienable, salable or transferable by a Participant otherwise than by will or by the laws

of descent and distribution; provided, however, that a Participant may, in the manner established

by the Committee,

A. designate

a beneficiary or beneficiaries to exercise the rights of the Participant and receive any

property distributable with respect to any Award upon the death of the Participant, or

B. transfer

a Non-Qualified Stock Option to any “family member” (as such term is used in

Form S-8 under the Securities Act of 1933) of such Participant, provided that (1) there is

no consideration for such transfer or such transfer is effected pursuant to a domestic relations

order in settlement of marital property rights, and (2) the Non-Qualified Stock Options held

by such transferees continue to be subject to the same terms and conditions (including restrictions

or subsequent transfers) as were applicable to such Non-Qualified Stock Options immediately

prior to their transfer.

Each

Award or right under any Award shall be exercisable during the Participant’s lifetime only by the Participant, by a transferee

pursuant to a transfer permitted by clause (B) of this Section 6(c)(iv), or, if permissible under applicable law, by the Participant’s

or such transferee’s guardian or legal representative. No Award or right under any such Award may be pledged, alienated, attached

or otherwise encumbered, and any purported pledge, alienation, attachment or encumbrance thereof shall be void and unenforceable against

the Company or any Affiliate.

v. Term

of Awards. Subject to the terms of the Plan, the term of each Award shall be for such

period as may be determined by the Committee.

vi. Restrictions;

Securities Exchange Listing. All certificates for Shares delivered under the Plan pursuant

to any Award or the exercise thereof shall be subject to such stop transfer orders and other

restrictions as the Committee may deem advisable under the Plan or the rules, regulations

and other requirements of the Securities and Exchange Commission and any applicable federal,

state or foreign securities laws, and the Committee may cause a legend or legends to be placed

on any such certificates to make appropriate reference to such restrictions. If the Shares

are traded on a securities exchange, the Company shall not be required to deliver any Shares

covered by an Award unless and until such Shares have been admitted for trading on such securities

exchange.

Section

7. Amendment and Termination; Adjustments.

Except

to the extent prohibited by applicable law and unless otherwise expressly provided in an Award Agreement or in the Plan:

a. Amendments

to the Plan. The Board of Directors of the Company may amend, alter, suspend, discontinue

or terminate the Plan; provided, however, that, notwithstanding any other provision of the

Plan or any Award Agreement, without the approval of the stockholders of the Company, no

such amendment, alteration, suspension, discontinuation or termination shall be made that:

i. absent

such approval, would cause Rule 16b-3 to become unavailable with respect to the Plan;

ii. requires

the approval of the Company’s stockholders under any rules or regulations of Nasdaq,

or, if applicable Financial Industry Regulatory Authority, Inc. or any securities exchange

that are applicable to the Company; or

iii. requires

the approval of the Company’s stockholders under the Code in order to permit Incentive

Stock Options to be granted under the Plan.

b. Amendments

to Awards. The Committee may waive any conditions of or rights of the Company under any

outstanding Award, prospectively or retroactively, subject to Section 7(c) of the Plan. The

Committee may not amend, alter, suspend, discontinue or terminate any outstanding Award,

prospectively or retroactively, without the consent of the Participant or holder or beneficiary

thereof.

c. Prohibition

on Option Repricing. The Committee shall not reduce the exercise price of any outstanding

Option, whether through amendment, cancellation or replacement grants, or any other means,

without shareholder approval.

d. Correction

of Defects, Omissions and Inconsistencies. The Committee may correct any defect, supply

any omission or reconcile any inconsistency in the Plan or any Award in the manner and to

the extent it shall deem desirable to carry the Plan into effect.

Section

8. Income Tax Withholding; Tax Bonuses.

a. Withholding.

In order to comply with all applicable federal, state or foreign income tax or social insurance

contribution laws or regulations, the Company may take such action as it deems appropriate

to ensure that all applicable federal, state or foreign payroll, withholding, income, social

insurance contributions or other taxes, which are the sole and absolute responsibility of

a Participant, are withheld or collected from such Participant. In order to assist a Participant

in paying all federal, state and foreign taxes to be withheld or collected upon exercise

or receipt of (or the lapse of restrictions relating to) an Award, the Committee, in its

discretion and subject to such additional terms and conditions as it may adopt, may permit

the Participant to satisfy such tax obligation by (i) electing to have the Company withhold

a portion of the Shares otherwise to be delivered upon exercise or receipt of (or the lapse

of restrictions relating to) such Award with a Fair Market Value equal to the amount of such

taxes or (ii) delivering to the Company Shares other than Shares issuable upon exercise or

receipt of (or the lapse of restrictions relating to) such Award with a Fair Market Value

equal to the amount of such taxes. The election, if any, must be made on or before the date

that the amount of tax to be withheld is determined.

b. Tax

Bonuses. The Committee, in its discretion, shall have the authority, at the time of grant

of any Award under this Plan or at any time thereafter to approve bonuses to designated Participants

to be paid upon their exercise or receipt of (or the lapse of restrictions relating to) Awards

in order to provide funds to pay all or a portion of federal, state and foreign taxes due

as a result of such exercise or receipt (or the lapse of such restrictions). The Committee

shall have full authority in its discretion to determine the amount of any such tax bonus.

Section

9. General Provisions.

a. No

Rights to Awards. No Key Employee, Participant or other Person shall have any claim to

be granted any Award under the Plan, and there is no obligation for uniformity of treatment

of Key Employees, Participants or holders or beneficiaries of Awards under the Plan. The

terms and conditions of Awards need not be the same with respect to different Participants.

b. Delegation.

The Committee may delegate to one or more officers of the Company or any Affiliate or a committee

of such officers the authority, subject to such terms and limitations as the Committee shall

determine, to grant Awards to Key Employees who are not officers or directors of the Company

for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

c. Terms

of Awards. The specific terms of an Award pursuant to the Plan shall be set forth in

an Award Agreement duly executed (by manual, facsimile or electronic signature) on behalf

of the Company.

d. No

Limit on Other Compensation Arrangements. Nothing contained in the Plan shall prevent

the Company or any Affiliate from adopting or continuing in effect other or additional compensation

arrangements, and such arrangements may be either generally applicable or applicable only

in specific cases.

e. No

Right to Employment or Directorship. The grant of an Award shall not be construed as

giving a Participant the right to be retained in the employ of the Company or any Affiliate

or any right to remain as a member of the Board of Directors, as the case may be. In addition,

the Company or an Affiliate may at any time dismiss a Participant from employment (or remove

an Outside Director), free from any liability or any claim under the Plan, unless otherwise

expressly provided in the Plan or in any Award Agreement.

f. Governing

Law. The validity, construction and effect of the Plan and any rules and regulations

relating to the Plan shall be determined in accordance with the laws of the State of Delaware,

without regard to its conflicts of laws principals.

g. Severability.

If any provision of the Plan or any Award is or becomes or is deemed to be invalid, illegal

or unenforceable in any jurisdiction or would disqualify the Plan or any Award under any

law deemed applicable by the Committee, such provision shall be construed or deemed amended

to conform to applicable laws, or if it cannot be so construed or deemed amended without,

in the determination of the Committee, materially altering the purpose or intent of the Plan

or the Award, such provision shall be stricken as to such jurisdiction or Award, and the

remainder of the Plan or any such Award shall remain in full force and effect.

h. No

Trust or Fund Created. Neither the Plan nor any Award shall create or be construed to

create a trust or separate fund of any kind or a fiduciary relationship between the Company

or any Affiliate and a Participant or any other Person. To the extent that any Person acquires

a right to receive payments from the Company or any Affiliate pursuant to an Award, such

right shall be no greater than the right of any unsecured general creditor of the Company

or any Affiliate.

i. No

Fractional Shares. No fractional Shares shall be issued or delivered pursuant to the

Plan or any Award, and the Committee shall determine whether cash shall be paid in lieu of

any fractional Shares or whether such fractional Shares or any rights thereto shall be canceled,

terminated or otherwise eliminated.

j. Headings.

Headings are given to the Sections and subsections of the Plan solely as a convenience to

facilitate reference. Such headings shall not be deemed in any way material or relevant to

the construction or interpretation of the Plan or any provision thereof.

Section

10. Effective Date of the Plan.

The

Plan shall be effective as of the date of its approval by the stockholders of the Company.

Section

11. Term of the Plan.

Awards

shall be granted under the Plan during a period commencing the date the Plan was approved by the stockholders of the Company, through

a date which is ten (10) years from the date of such shareholder approval. However, unless otherwise expressly provided in the Plan or

in an applicable Award Agreement, any Award theretofore granted may extend beyond the ending date of the period stated above, and the

authority of the Committee provided for hereunder with respect to the Plan and any Awards, and the authority of the Board of Directors

of the Company to amend the Plan, shall extend beyond the end of such period.

GRAPHIC

GRAPHIC

Filename: form8-k_001.jpg · Sequence: 3

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v3.26.1

Cover

Aug. 06, 2026

Cover [Abstract]

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false

Document Period End Date

Aug. 06, 2026

Entity File Number

001-31885

Entity Registrant Name

APYX

MEDICAL CORPORATION

Entity Central Index Key

0000719135

Entity Tax Identification Number

11-2644611

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

5115

Ulmerton Road

Entity Address, City or Town

Clearwater

Entity Address, State or Province

FL

Entity Address, Postal Zip Code

33760

City Area Code

(727)

Local Phone Number

384-2323

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

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Title of 12(b) Security

Class A common stock

Trading Symbol

APYX

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

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