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Term Loans

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Loan and Security Agreement

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On September 8, 2023 (the “Effective Date”), the Company entered into a loan agreement (the “Loan and Security Agreement”) with Hercules Capital, Inc. and its managed fund (collectively, the “Lenders”), pursuant to which the Lenders agreed to make available to Senseonics up to $50.0 million in senior secured term loans (the “Term Loan Facility”), consisting of (i) an initial term loan of $25.0 million (the “2025 Tranche 1 Loan”), which was funded on the Effective Date, (ii) $10.0 million, which was funded on January 2, 2024 upon meeting certain terms and conditions under the loan agreement, and (iii) $15.0 million which has not been drawn. On September 3, 2025 (the “2025 Effective

Date”), the Company entered into the Amended Loan and Security Agreement with the Lenders and Hercules. The Amended Loan and Security Agreement increased the total loan commitment under the facility from $50.0 million to $100.0 million (collectively, the “2025 Term Loans”). In the Amended Loan and Security Agreement, the undrawn loans increased from $15.0 million to $65.0 million divided into three tranches of up to $10.0 million (“2025 Tranche 2 Loan”), up to $20.0 million and up to $35.0 million, respectively, each of which will become available to Senseonics upon Senseonics’ satisfaction of certain terms and conditions set forth in the Amended Loan and Security Agreement. The loans under the Amended Loan and Security Agreement mature on September 3, 2029 (the “Maturity Date”).

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On May 1, 2026, the Company entered into a Second Amendment to Loan and Security Agreement (the “Second Amendment”) with the Lenders and Hercules, which further amended the Amended Loan and Security Agreement. Pursuant to the Second Amendment, the Lenders agreed to make available to the Company up to $140.0 million in senior secured term loans, consisting of (i) the initial term loan of $35.0 million, which was previously funded, (ii) a term loan of $10.0 million (the “2026 Tranche 2 Loan”) funded at the closing of the Second Amendment, (iii) four additional tranches of term loans in the amounts of up to $10.0 million (the “2026 Tranche 3A Loan”), $10.0 million (the “2026 Tranche 3B Loan”), $15.0 million (the “2026 Tranche 4 Loan”) and an uncommitted $60.0 million (the “2026 Tranche 5 Loan”), respectively, which will become available to the Company upon the Company’s satisfaction of certain terms and conditions set forth in the Amended Loan Agreement. The loans under the Amended Loan Agreement continue to mature on September 3, 2029. The Second Amendment closed on May 6, 2026, and both the 2026 Tranche 2 Loan and 2026 Tranche 3A Loan were funded at closing for total gross proceeds of $20.0 million.

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The loans under the Amended Loan Agreement, as modified by the Second Amendment, bear interest at an annual rate equal to the greater of (i) the prime rate as reported in The Wall Street Journal plus 2.40% and (ii) 9.90%. Borrowings are repayable in monthly interest-only payments through (a) October 1, 2028 and (b) if the Company satisfies the 2025 Tranche 3B Milestone (as defined in the Amended Loan Agreement), the Maturity Date. After the interest-only payment period, borrowings are repayable in equal monthly payments of principal and accrued interest until the Maturity Date. iIn addition, a $100,000 facility fee and a $100,000 amendment fee were payable on the Amendment Closing Date and the Company will pay additional facility fees in the amount of 0.50% of any drawn 2026 Tranche 3B Loan, or in the amount of 1.00% of any drawn 2026 Tranche 4 Loan or 2026 Tranche 5 Loan.

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At the Company’s option, the Company may prepay all or any portion of the outstanding borrowings under the Amended Loan and Security Agreement, subject to a prepayment fee equal to (a) 3.0% of the principal amount being prepaid if the prepayment occurs within one year of the Amendment Closing Date, 2.0% of the principal amount being prepaid if the prepayment occurs during the second year following the Amendment Closing Date, and (c) 1.0% of the principal amount being prepaid if the prepayment occurs more than two years after the Amendment Closing Date and prior to the Maturity Date. The Amended Loan and Security Agreement also provides for an end of term fee in an amount equal to 6.45% of the aggregate principal advances of the 2025 Term Loans, the 2026 Tranche 2 Loan, and the 2026 Tranche 3A loan which fee is due and payable on the earliest to occur of (i) the Maturity Date, (ii) the date the Company prepays the outstanding loans in full, and (iii) the date that the secured obligations become due and payable. The existing end of term fees under the 2025 Tranche 1 Loan and 2025 Tranche 2 Loan remain payable on September 1, 2027 (the original maturity date). The end of term fees are accreted to interest expense over the term of the loans.

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The Company’s obligations under the Amended Loan and Security Agreement are secured by a first-priority security interest in substantially all of its assets. The Amended Loan and Security Agreement contains a minimum cash covenant that requires the Company to hold unrestricted cash equal to 80% of the total amounts funded under the Amended Loan and Security Agreement, reduced to 55% and 35% subject to achieving certain milestones under the agreement. The Amended Loan and Security Agreement also contains a performance covenant that commenced on January 1, 2026, that requires the Company to achieve certain net product revenue targets on a trailing six-month basis for applicable measuring periods. The performance covenant shall be waived at any time in which either (a) the Company’s market capitalization exceeds $550.0 million and the Company maintains unrestricted cash equal to at least 75% of the total amounts funded, or (b) the Company maintains unrestricted cash equal to at least 100% of the total amounts funded.

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In addition, the Amended Loan and Security Agreement contains customary representations and warranties and customary affirmative and negative covenants, including, among other things, restrictions on indebtedness, liens,

investments, mergers, corporate changes, dispositions, prepayment of other indebtedness, and dividends and other distributions, subject to certain exceptions. The Amended Loan and Security Agreement also contains events of default including, among other things, payment defaults, breach of covenants, material adverse effect, breach of representations and warranties, cross-default to material indebtedness, bankruptcy-related defaults, judgment defaults, revocation of certain government approvals, and the occurrence of certain adverse events. Following an event of default and any applicable cure period, a default interest rate equal to the then-applicable interest rate plus 4.0% may be applied to the outstanding amount, and the Lenders will have the right to accelerate all amounts outstanding under the Loan and Security Agreement, in addition to other remedies available to them as secured creditors of the Company. The Company was in compliance with all covenants as of June 30, 2026.

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In addition, in connection with the issuance of the Tranche 1 Loan, the Company issued warrants to the Lenders (collectively, the “Tranche 1 Warrants”) to acquire an aggregate of 41,619 shares of the Company’s common stock at an exercise price of $12.01 per share (the “Tranche 1 Warrant Shares”). For the Tranche 2 Loan the Company issued additional warrants to the Lenders (collectively, the “Tranche 2 Warrants”) to acquire an aggregate of 17,395 shares at an exercise price of $11.50 per share (the “Tranche 2 Warrant Shares”). On the 2025 Effective Date, the exercise price of all outstanding warrants was reduced to $9.09 per share (the “Amended Exercise Price”). The Tranche 1 Warrant Shares and Tranche 2 Warrant Shares may be exercised through the earlier of (i) the seventh anniversary of the initial issuance date and (ii) the consummation of certain acquisition transactions involving the Company, as set forth in the Warrants. The number of Tranche 1 Warrant Shares and Tranche 2 Warrant Shares for which the Tranche 1 Warrants and Tranche 2 Warrants are exercisable, and the associated exercise price are subject to certain customary proportional adjustments for fundamental events, including stock splits and reverse stock splits, as set forth in the Warrants. The proceeds from the Loan and Security Agreement were allocated between the Tranche 1 Loan and the Tranche 1 Warrants based on their respective fair value of $25.0 million and $0.4 million, and the amount allocated to the Tranche 1 Warrants was recorded in equity resulting in a debt discount to the Tranche 1 Loan. The Company estimated the fair value of the Tranche 2 Warrants as of the grant date to be $0.1 million and classified the full amount in equity. As a result of the Amended Exercise Price, the value of all outstanding warrants was reduced by $0.2 million. The value of the warrants is amortized as additional interest expense over the term of the Amended Loan and Security Agreement using the effective interest method.

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In connection with the funding of the 2026 Tranche 2 Loan and the 2026 Tranche 3A Loan under the Second Amendment to the Loan and Security Agreement, the Company issued warrants to purchase an aggregate of 79,732 shares of common stock at an exercise price of $5.0167 per share (the “2026 Warrants”). The 2026 Warrants have a term of seven years from the date of issuance and are exercisable immediately. The Company estimated the fair value of the 2026 Warrants at approximately $0.3 million, which was classified in equity. Consistent with the previous loan tranches under the Loan and Security Agreement, the value of the warrants is amortized as additional interest expense over the term of the Amended Loan and Security Agreement using the effective interest method.

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In connection with Loan and Security Agreement, the Company incurred $1.1 million in debt issuance costs and debt discounts which are netted against the principal balance of the initial term loan and amortized as interest expense over the term of the loan. The Company incurred additional debt discounts of $0.2 million under the Amended Loan and Security Agreement and further incurred debt discounts of $0.5 million under the Second Amendment. The Company evaluated Amended Loan and Security Agreement in accordance with ASC 470-50, Debt, and determined that the amendment resulted in a debt modification. Therefore, no loss on debt extinguishment was recognized. The unamortized debt issuance costs and debt discounts are amortized over the revised term of the loan using an effective interest rate of 13.8%.

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Convertible Notes

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2025 Notes

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In July 2019, the Company issued $82.0 million in aggregate principal amount of senior convertible notes due January 15, 2025 (the “2025 Notes”).

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Over the term of the 2025 Notes, the Company completed a series of exchanges and conversions that reduced the outstanding principal balance, including (i) the settlement of $24.0 million aggregate principal in April 2020 pursuant to an exchange agreement (ii) conversions of $6.8 million aggregate principal into shares of common stock between September 2020 and January 2021, and (iii) privately negotiated exchange transactions in August and September 2023 under which $30.8 million aggregate principal was exchanged for a combination of cash and shares of common stock.

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Following these transactions, approximately $20.4 million aggregate principal amount of the 2025 Notes remained outstanding. On January 15, 2025, the Company repaid the outstanding principal and accrued interest for the 2025 Notes in the full amount of $20.9 million.

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The following carrying amounts are outstanding under the Company’s notes payable as of June 30, 2026 and December 31, 2025 (in thousands):

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Interest expense related to the notes payable for the periods presented below is as follows (in thousands):

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The following are the scheduled maturities of the Company’s notes payable (including end of term fees) as of June 30, 2026 (in thousands):

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