What the changes say
- DocGo reported a $196.4 million 2025 net loss, $183.8 million accumulated deficit, and a going-concern warning.
- Nasdaq notified DocGo of a $1.00 minimum-bid deficiency, with compliance due July 27, 2026.
- Medicare revenue rose to 18.6% of 2025 revenue, increasing exposure to reimbursement changes.
- New risks emphasize goodwill impairment, privacy restrictions, Medicaid funding changes, and expanding AI-related operations.
What changed since the prior 10-K
New
- NewRisks Related to DocGo’s Business and Industry
Impairments of the carrying value of DocGo’s goodwill and other intangible assets have adversely affected its financial condition and results of operations and could again in the future
Goodwill and intangible-asset impairments could recur if financial performance, market capitalization, industry conditions, or management estimates deteriorate.
- NewRisks Related to DocGo’s Limited Operating History
DocGo has a history of losses, faces the possibility of further operating losses in the future and may not achieve or sustain profitability or have sufficient liquidity to continue operating as planned
DocGo reported a $196.4 million 2025 net loss and $183.8 million accumulated deficit, and may continue losing money or face liquidity pressure.
- NewRisks Related to DocGo’s Operations
DocGo’s current liquidity could raise substantial doubt about its ability to continue as a going concern, which may materially and adversely affect its business, financial condition, results of operations and prospects
The auditor cited operating losses and other conditions that could raise substantial doubt about DocGo’s ability to continue as a going concern.
- NewRisks Related to DocGo’s Legal and Regulatory Environment
privacy, data protection and information security creates significant compliance issues for DocGo and potentially restricts its ability to collect, use and disclose data and can expose it to additional expense, adverse publicity and liability
Expanding privacy and data-protection requirements could restrict DocGo’s use of health information, increase compliance costs, or create liability and reputational harm.
- NewRisks Related to DocGo’s Legal and Regulatory Environment
combined with slower state revenue growth, has led both the federal government and many states to institute measures aimed at controlling the growth of Medicaid spending, and in some instances reducing aggregate Medicaid spending
Changes reducing Medicaid provider-tax funding or federal matching payments could reduce state Medicaid spending and harm DocGo’s results.
- NewRisks Related to Ownership of Common Stock
The Common Stock is listed on Nasdaq under the symbol “DCGO.” DocGo is required to meet continued listing requirements for its securities to continue to be listed on Nasdaq, including having a minimum number of public securities holders and a minimum stock price
DocGo received a Nasdaq notice for trading below the $1.00 minimum bid price required for continued listing.
- NewRisks Related to Ownership of Common Stock
The Notice had no immediate effect on the continued listing status of the Common Stock on The Nasdaq Capital Market, and therefore, DocGo’s listing remains fully effective
DocGo must regain Nasdaq’s $1.00 minimum bid compliance by July 27, 2026, potentially requiring a reverse stock split.
- NewRisks Related to Ownership of Common Stock
action arising under the Securities Act, to the fullest extent permitted by law, shall be the federal district courts of the U.S.; provided however, these provisions of the certificate of incorporation will not apply to suits brought to enforce a duty or liability created by the Exchange Act (as explained below)
Most shareholder, fiduciary-duty, Delaware-law, and internal-affairs claims must be brought in Delaware courts under DocGo’s forum provisions.
Dropped
- DroppedRisks Related to DocGo’s Limited Operating History
DocGo has a history of losses, expects its operating expenses to increase significantly in the foreseeable future and may not achieve or sustain profitability
- DroppedRisks Related to DocGo’s Legal and Regulatory Environment
benefits without adequate funding or elimination of coverage for certain benefits or for certain individuals, could have a material adverse effect on DocGo’s business, financial condition and results of operations
- DroppedRisks Related to DocGo’s Indebtedness
could adversely affect DocGo’s operating performance, growth, profitability and financial condition, which in turn could make it more difficult for it to generate cash flow sufficient to satisfy all of its obligations under its indebtedness
- DroppedRisks Related to Ownership of Common Stock
DocGo may incur additional costs associated with resolving such matters in other jurisdictions, which could adversely affect DocGo’s business and financial condition
Reworded
- 100% rewrittenRisks Related to Ownership of Common Stock
Nasdaq may delist DocGo’s securities from trading on its exchange, which could limit investors’ ability to make transactions in its securities and subject DocGo to additional trading restrictions
The broad Nasdaq delisting warning was replaced by specific minimum-bid deficiency risks in 66 and 67.
- 81% rewrittenRisks Related to DocGo’s Legal and Regulatory Environment
State and federal efforts to reduce Medicaid spending could adversely affect DocGo
Medicaid revenue exposure increased from 1.6% in 2024 to 2.8% in 2025.
- 76% rewrittenRisks Related to DocGo’s Legal and Regulatory Environment
Reductions in Medicare reimbursement rates or changes in the rules governing the Medicare program could have a material adverse effect on DocGo
Medicare revenue exposure rose sharply from 8.9% in 2024 to 18.6% in 2025.
- 72% rewrittenRisks Related to Information Technology
The use of artificial intelligence (“AI”) in DocGo’s operations poses inherent risks and could adversely affect DocGo’s business
DocGo has expanded from third-party AI enhancements to AI-driven workflows and broader development, training, validation, deployment, and monitoring of ML systems.
- 63% rewrittenRisks Related to DocGo’s Indebtedness
DocGo might incur future debt, which could further increase the risks to its financial condition described above
Revolving Facility status improved from $30 million borrowed and $60 million available to no borrowings and $55 million unused.
- 63% rewrittenRisks Related to DocGo’s Operations
We are subject to regulations, reporting requirements, standards or expectations regarding the environmental impact of our business, which have the potential to disrupt our business or otherwise adversely impact our business, financial conditions or results of operations
The environmental risk now adds potential legal, financial, reputational, reporting, business-requirement, and social-practice consequences.
Was: We may be subject to increased regulations, reporting requirements, standards or expectations regarding the environmental impact of our business, which have the potential to disrupt our business or otherwise adversely impact our business, financial conditions or results of operations
- 61% rewrittenRisks Related to DocGo’s Operations
Rising inflation may negatively impact DocGo’s business and financial results
Inflation fell to 2.7% in 2025 and 2.4% in February 2026, but renewed inflation could still compress margins.
- 55% rewrittenRisks Related to DocGo’s Indebtedness
If the financial institutions that are lenders under the Revolving Facility fail to extend credit under the facility, DocGo’s liquidity and results of operations may be adversely affected
The risk now states DocGo violated the minimum liquidity covenant despite having no Revolving Facility borrowings.
- 45% rewrittenRisks Related to DocGo’s Legal and Regulatory Environment
DocGo is required to comply with laws governing the transmission, security and privacy of health information and personally identifiable information
- 38% rewrittenRisks Related to DocGo’s Business and Industry
A significant portion of DocGo’s recent revenue is derived from a small number of large customers
Was: A significant portion of DocGo’s recent revenue growth is derived from a small number of large customers
- 37% rewrittenRisks Related to Ownership of Common Stock
Anti-takeover provisions in DocGo’s organizational documents could delay or prevent a change of control
- 35% rewrittenRisks Related to DocGo’s Indebtedness
The terms of the Credit Agreement and potential future debt arrangements could restrict its current and future operations, particularly its ability to respond to changes or to take certain actions
- 35% rewrittenRisks Related to DocGo’s Legal and Regulatory Environment
Changes in tax laws or unanticipated tax liabilities could adversely affect DocGo’s effective income tax rate and profitability
- 30% rewrittenRisks Related to DocGo’s Legal and Regulatory Environment
DocGo’s ability to utilize its net operating loss carryforwards and certain other tax attributes may be limited
All 76 risk factors
Headings as the filing states them, in filing order.
Risks Related to DocGo’s Business Strategy
- 01DocGo’s failure to successfully implement its business strategy could adversely affect its business
- 02DocGo incurs significant up-front costs in its client relationships and any inability to maintain and grow these client relationships over time or to recover these costs could adversely affect its business
- 03The growth of DocGo’s business depends, in part, on its ability to execute on its acquisition strategy
- 04DocGo’s acquisition strategy exposes it to significant risks and additional costs
- 05Any inability to successfully integrate acquisitions or realize their anticipated benefits could adversely affect DocGo’s business
- 06DocGo’s inability to manage its growth through acquisitions, including its inability to manage the integration process, and to realize the anticipated benefits of an acquisition could have a material adverse effect on its business, financial condition and results of operations
Risks Related to DocGo’s Business and Industry
- 07The high level of competition in DocGo’s industry could adversely affect its business
- 08DocGo’s revenues could be adversely affected if it loses some or all of its business under existing contracts
- 09DocGo’s reliance on government contracts could adversely affect its business
- 10A significant portion of DocGo’s recent revenue is derived from a small number of large customers38% rewritten
- 11Impairments of the carrying value of DocGo’s goodwill and other intangible assets have adversely affected its financial condition and results of operations and could again in the futureNew
- 12Negative media coverage and publicity could damage DocGo's reputation and harm its ability to bid for and win government and other contracts
- 13In order to effectively provide its services, DocGo’s suppliers must provide it with sufficient vehicles and medical and other supplies at acceptable costs and on a timely basis. Such vehicles and supplies must also comply with regulatory requirements and quality control standards and meet agreed upon specifications
- 14In addition, geopolitical events, inflation, increased tariffs, trade disputes and other factors affecting the macroeconomic environment could negatively impact the price and availability of vehicles and supplies that DocGo purchases from its suppliers
- 15DocGo’s participation in partnerships driven by value-based reimbursement models may have a material adverse effect on its business, financial condition and results of operations
- 16DocGo may enter into a large-scale deployment of resources in response to a national emergency as a subcontractor to FEMA or other similar entities, which may adversely affect DocGo’s business
- 17The COVID-19 pandemic and related direct and indirect impacts adversely affected, and a future health crisis may adversely affect, DocGo’s Transportation Services segment. COVID-19 also heightened, and a future health crisis may heighten, various risks related to DocGo’s business
Risks Related to DocGo’s Limited Operating History
- 18DocGo’s limited operating history may make it difficult to evaluate its business, which may be unsuccessful
- 19DocGo has a history of losses, faces the possibility of further operating losses in the future and may not achieve or sustain profitability or have sufficient liquidity to continue operating as plannedNew
- 20If DocGo is unable to effectively manage its growth, its financial performance and future prospects will be adversely affected
Risks Related to Information Technology
- 21DocGo’s proprietary software may not operate properly, which could damage DocGo’s reputation, give rise to claims against DocGo or divert application of DocGo’s resources from other purposes, any of which could harm DocGo’s business, financial condition and results of operations
- 22If DocGo cannot implement its solution for clients or resolve any technical issues in a timely manner, DocGo may lose clients and its reputation may be harmed
- 23DocGo’s reliance on third-party software could adversely affect its business
- 24Some of DocGo’s software and systems contain open-source software, which may pose particular risks to DocGo’s proprietary software, technologies, products and services in a manner that could harm its business
- 25Security breaches, loss of data and other disruptions or cybersecurity incidents could compromise sensitive business, customer or patient information or prevent DocGo from accessing critical information and expose it to liability, which could adversely affect DocGo’s business
- 26The use of artificial intelligence (“AI”) in DocGo’s operations poses inherent risks and could adversely affect DocGo’s business72% rewritten
Risks Related to DocGo’s Operations
- 27DocGo’s current liquidity could raise substantial doubt about its ability to continue as a going concern, which may materially and adversely affect its business, financial condition, results of operations and prospectsNew
- 28DocGo’s success depends on its key management personnel
- 29DocGo’s labor costs are significant and any inability to control those costs could adversely affect its business
- 30DocGo’s inability to successfully recruit, train and retain qualified healthcare professionals could adversely affect its business
- 31DocGo’s employees may work in challenging environments, which could result in liability or other costs that could adversely affect DocGo’s business
- 32DocGo’s inability to collect on its customer receivables or unfavorable shifts in payor mix could adversely affect its business
- 33DocGo may not accurately assess the costs it will incur under new revenue opportunities
- 34If DocGo is unable to successfully develop new offerings and technologies or adapt to rapidly changing technology and industry standards or changes to regulatory requirements, DocGo’s business could be adversely affected
- 35DocGo’s marketing efforts to help grow its business may not be effective
- 36DocGo’s insurance coverage, including the reserves DocGo establishes with respect to its insurable losses, could adversely affect its business
- 37DocGo is required to make capital expenditures in order to remain competitive
- 38DocGo’s international operations in the United Kingdom subject it to additional risks that could adversely affect its business
- 39DocGo’s business could be materially and adversely affected by natural disasters, other catastrophic events, acts of war or terrorism, cybersecurity incidents and/or other acts by third parties
- 40We are subject to regulations, reporting requirements, standards or expectations regarding the environmental impact of our business, which have the potential to disrupt our business or otherwise adversely impact our business, financial conditions or results of operations63% rewritten
- 41Rising inflation may negatively impact DocGo’s business and financial results61% rewritten
Risks Related to DocGo’s Intellectual Property
- 42DocGo’s failure to protect or enforce its intellectual property rights could impair its ability to protect its technology and brand
- 43Claims by others that DocGo infringed their proprietary technology or other intellectual property rights could adversely affect DocGo’s business
Risks Related to DocGo’s Legal and Regulatory Environment
- 44DocGo could be subject to lawsuits for which it does not have sufficient reserves, which could have a material adverse effect on DocGo’s business, financial condition and results of operations
- 45DocGo is subject to a variety of federal, state and local laws and regulatory regimes, including a variety of labor laws and regulations and SEC rules and regulations, and changes to or the failure to comply with these laws and regulations could adversely affect DocGo’s business
- 46DocGo’s ability to utilize its net operating loss carryforwards and certain other tax attributes may be limited30% rewritten
- 47Changes in tax laws or unanticipated tax liabilities could adversely affect DocGo’s effective income tax rate and profitability35% rewritten
- 48Changes in accounting rules, assumptions or judgments could materially and adversely affect DocGo
- 49DocGo’s internal control over financial reporting may not be effective, and its independent registered public accounting firm may not be able to certify as to their effectiveness, which could adversely affect DocGo’s business
- 50DocGo conducts business in the heavily regulated healthcare industry, and any failure to comply with these laws and government regulations could require DocGo to make significant changes to its operations and could have a material adverse effect on its business, financial condition and results of operations
- 51DocGo is required to comply with laws governing the transmission, security and privacy of health information and personally identifiable information45% rewritten
- 52privacy, data protection and information security creates significant compliance issues for DocGo and potentially restricts its ability to collect, use and disclose data and can expose it to additional expense, adverse publicity and liabilityNew
- 53If DocGo does not effectively adapt to changes in the healthcare industry, including changes to laws and regulations regarding telehealth, DocGo’s business may be harmed
- 54DocGo must be properly enrolled in governmental healthcare programs before it can receive reimbursement for services, and there may be delays in the enrollment process
- 55Reductions in Medicare reimbursement rates or changes in the rules governing the Medicare program could have a material adverse effect on DocGo76% rewritten
- 56State and federal efforts to reduce Medicaid spending could adversely affect DocGo81% rewritten
- 57combined with slower state revenue growth, has led both the federal government and many states to institute measures aimed at controlling the growth of Medicaid spending, and in some instances reducing aggregate Medicaid spendingNew
- 58DocGo has been the subject of federal, state and municipal investigations, audits and compliance reviews and may be subject to additional investigations, audits and reviews in the future
- 59DocGo’s business practices may be found to constitute illegal fee-splitting or corporate practice of medicine, which may lead to penalties and could adversely affect DocGo’s business
Risks Related to DocGo’s Indebtedness
- 60These limitations could adversely affect DocGo’s operating performance, growth, profitability and financial condition, which would make it more difficult for it to generate sufficient cash flow to satisfy its obligations under its indebtedness
- 61The terms of the Credit Agreement and potential future debt arrangements could restrict its current and future operations, particularly its ability to respond to changes or to take certain actions35% rewritten
- 62If the financial institutions that are lenders under the Revolving Facility fail to extend credit under the facility, DocGo’s liquidity and results of operations may be adversely affected55% rewritten
- 63DocGo might incur future debt, which could further increase the risks to its financial condition described above63% rewritten
- 64If DocGo is unable to generate sufficient cash to service its indebtedness, it may be forced to take other actions to fund the satisfaction of its obligations under its indebtedness, which may not be successful
- 65DocGo’s variable rate indebtedness could subject it to interest rate risk, which could cause its debt service obligations to increase significantly
Risks Related to Ownership of Common Stock
- 66Nasdaq may delist DocGo’s securities from trading on its exchange, which could limit investors’ ability to make transactions in its securities and subject DocGo to additional trading restrictions100% rewritten
- 67The Common Stock is listed on Nasdaq under the symbol “DCGO.” DocGo is required to meet continued listing requirements for its securities to continue to be listed on Nasdaq, including having a minimum number of public securities holders and a minimum stock priceNew
- 68The Notice had no immediate effect on the continued listing status of the Common Stock on The Nasdaq Capital Market, and therefore, DocGo’s listing remains fully effectiveNew
- 69Because there are no current plans to pay cash dividends on Common Stock for the foreseeable future, you may not receive any return on investment unless you sell your Common Stock for a price greater than that which you paid for it
- 70If securities analysts do not publish research or reports about DocGo’s business or if they downgrade the Common Stock or DocGo’s sector, DocGo’s stock price and trading volume could decline
- 71Future sales, or the perception of future sales, by DocGo or its stockholders in the public market could cause the market price for Common Stock to decline
- 72DocGo’s share repurchase program may subject it to certain risks, and DocGo cannot provide any guarantees that it will repurchase Common Stock pursuant to its share repurchase program
- 73Anti-takeover provisions in DocGo’s organizational documents could delay or prevent a change of control37% rewritten
- 74action arising under the Securities Act, to the fullest extent permitted by law, shall be the federal district courts of the U.S.; provided however, these provisions of the certificate of incorporation will not apply to suits brought to enforce a duty or liability created by the Exchange Act (as explained below)New
- 75The market price and trading volume of Common Stock may be volatile, and the value of Common Stock has declined and could continue to decline
- 76Future issuances of debt securities and equity securities may adversely affect DocGo, including the market price of Common Stock and may be dilutive to existing stockholders
Other DocGo 10-Ks
- FY2024 10-K risk factors72 risks
DocGo faces intense regulatory and reimbursement scrutiny in its medical transportation and mobile health businesses. Revenue heavily relies on government contracts and a small number of key customers. Labor costs, recruitment of healthcare professionals, and integration of past acquisitions dominate risk factors.
Filed Feb 27, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.