SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 28,

SANUWAVE Health, Inc.

(Exact Name of Registrant as Specified in

3360 Martin Farm Road, Suite 100

Suwanee, Georgia 30024

(Address of Principal Executive Offices, and Zip Code)

Registrant's Telephone Number, Including Area

(Former Name or Former Address, if Changed Since Last

the appropriate box below if the Form 8-K is intended to

simultaneously satisfy the filing obligation of the Registrant

under any of the following provisions:

communications pursuant to Rule 425 under the Securities Act (17

[_] Soliciting material

pursuant to Rule 14a-12 under the Exchange Act (17 CFR

[_] Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17

[_] Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17

registered pursuant to Section 12(b) of the Act:

into a Definitive Material Agreement

information set forth below under Item 2.03 is hereby incorporated

by reference into this Item 1.01.

Creation of a Direct Financial Obligation or an Obligation Under an

Off-Balance Sheet Arrangement of a Registrant.

29, 2020, SANUWAVE Health, Inc. (the Company )

received net proceeds of approximately $454,335 from a potentially

forgivable loan from the U.S. Small Business Administration

( SBA ) pursuant to the Paycheck Protection Program

( PPP ) enacted by Congress under the Coronavirus Aid,

Relief, and Economic Security Act (15 U.S.C. 636(a)(36)) (the

CARES Act ) administered by the SBA (the PPP

Loan ). To facilitate the PPP Loan, the Company entered into

a Promissory Note with Truist Bank, a North Carolina banking

corporation, as lender (the Lender ) (the PPP

Loan provides for working capital to the Company and will mature on

May 28, 2022. However, under the CARES Act and the PPP Loan

Agreement, all payments of both principal and interest will be

deferred until at least December 12, 2020. The PPP Loan will accrue

interest at a rate of 1.00% per annum, and interest will continue

to accrue throughout the period the PPP Loan is outstanding, or

until it is forgiven. The CARES Act (including the guidance issued

by SBA and U.S. Department of Treasury related thereto) provides

that all or a portion of the PPP Loan may be forgiven upon the

request of the Company to the Lender, subject to requirements in

the PPP Loan Agreement and the CARES Act. The Company intends to

use the proceeds of the PPP Loan for eligible purposes and to

pursue forgiveness, although the Company may take action that could

cause some or all of the PPP Loan to become ineligible for

forgiveness. No assurance is provided that forgiveness for all or

any portion of the PPP Loan will be obtained.

Loan Agreement contains customary events of default relating to,

among other things, payment defaults and breaches of

representations, warranties or covenants. The occurrence of an

event of default may result in the repayment of all amounts

outstanding, collection of all amounts owing from the Company, or

filing suit and obtaining judgment against the

foregoing summary of the PPP Loan is qualified in its entirety by

reference to the full text of the PPP Loan Agreement, which is

attached as Exhibit 10.1 hereto and is incorporated herein by

Financial Statements and Exhibits.

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.