Profusa, Inc. (PFSA) Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Profusa, Inc. on August 26, 2026. The filing addresses a regulatory matter concerning the Company's continued listing on The Nasdaq Stock Market following a recent 1-for-4 reverse stock split.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on listing compliance status rather than financial performance.
Material Changes and Listing Status
- Nasdaq Determination: The Company received a Determination Letter from Nasdaq stating that, following the reverse stock split, it initially appeared to have fewer than the required 500,000 publicly held shares under Listing Rule 5550(a)(4).
- Compliance Resolution: Based on correspondence dated August 21, 2026, Nasdaq determined that the Company does comply with the Publicly Held Shares Requirement as of that date.
- Trading Status: No further action is required regarding this specific deficiency. The Company's common stock will continue to trade under the symbol "PFSA" on the Nasdaq Global Market.
Outlook, Risks, and Forward-Looking Statements
Management notes that the Company intends to continue monitoring compliance with all applicable Nasdaq listing requirements. The filing includes standard forward-looking statements regarding:
- The outcome of pending decisions by the Nasdaq Listing Qualifications Panel regarding compliance with the Bid Price Rule, Minimum Volatility Listing Standard (MVLS) Rule, and Minimum Value of Publicly Held Shares (MVPHS) Rule.
- The potential conversion of a Note into shares of Common Stock pursuant to a Note Modification and Conversion Agreement.
- The effect of a Warrant Amendment on Holder rights in connection with Fundamental Transactions.
Investors are cautioned that actual results may differ materially from projections due to general economic conditions, market conditions, and other factors beyond management's control.
Key Facts for Investor Verification
- Verify the current number of publicly held shares to ensure ongoing compliance with Nasdaq Rule 5550(a)(4).
- Monitor the status of the pending Nasdaq Panel decision regarding the Bid Price Rule and MVLS Rule, as this filing only resolved the share count issue.
- Review the Company's Annual Report on Form 10-K for the year ended December 31, 2025, for detailed risk factors and financial data not included in this 8-K.
- Confirm the terms of the Note Modification and Conversion Agreement and the Warrant Amendment referenced in the forward-looking statements.