Corporate ActionMay 26, 2026, 12:41 PM
Profusa Proposes Reverse Stock Split (1:5-200) & Preferred Stock for Acquisition
AI Summary
Profusa, Inc. will hold its Annual Meeting on June 23, 2026, to vote on several significant corporate actions. Key proposals include approving a reverse stock split (1-for-5 to 1-for-200) to regain Nasdaq listing compliance and authorizing the issuance of convertible preferred stock to Bio Insights LLC for the acquisition of PanOmics Assay assets. Stockholders will also consider approving the potential issuance of common stock upon conversion of a promissory note, amending the 2025 Equity and Incentive Plan to increase available shares, and electing a Class I director. The Board of Directors recommends voting "FOR" all proposals.
Key Highlights
- Annual Meeting scheduled for June 23, 2026, at 10:00 a.m. Eastern Time, held virtually.
- Proposal 2: Approve a reverse stock split with a ratio of 1-for-5 to 1-for-200, at Board's discretion until June 23, 2028.
- Proposal 3: Approve Preferred Stock issuance to Bio Insights LLC for the acquisition of PanOmics Assay assets.
- Proposal 4: Approve potential issuance of over 19.99% of common stock upon conversion of NorthView Sponsor I LLC promissory note.
- Proposal 5: Amend 2025 Equity Plan to increase available shares by 695,544, from 100,386 to 795,930 shares.
- Proposal 1: Elect Lauren Chung as a Class I director, serving until the 2029 annual meeting.
- Record date for voting is May 12, 2026, with 4,660,268 common shares outstanding.
- The Board of Directors recommends a vote "FOR" all proposals.
Price Impact
More from PFSA