Business Context and Reporting Period
Pavmed Inc. (PAVM) filed a Form 8-K on December 5, 2025, reporting the results of a special meeting of stockholders held on the same date. The company is incorporated in Delaware and trades on The Nasdaq Stock Market LLC.
Key Financial Metrics
This filing is a current report regarding corporate governance and capital structure changes. It does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data.
Material Changes
Stockholders approved an amendment to the Company's Certificate of Incorporation with the following material changes:
- Reverse Stock Split: Authorized a reverse split of outstanding common stock at a ratio between 1-for-10 and 1-for-30. The specific ratio has not yet been determined by the Board of Directors.
- Reduction in Authorized Shares: Reduced the number of authorized common shares from 250,000,000 to 25,000,000.
Voting results for the proposal were as follows:
| Vote Type | Number of Shares |
|---|---|
| For | 19,310,685 |
| Against | 974,164 |
| Abstain | 13,241 |
| Broker Non-Votes | 0 |
Approximately 65.8% of the voting power outstanding was present in person or by proxy.
Guidance, Outlook, and Management Commentary
The Board of Directors expects to determine the specific reverse split ratio and effect the split and authorized share reduction by filing a certificate of amendment with the Delaware Secretary of State as soon as practicable. No financial guidance or outlook was provided in this filing.
Investor Verification Checklist
- Verify the specific reverse split ratio once announced by the Board of Directors.
- Confirm the effective date of the Certificate of Amendment filed with the Delaware Secretary of State.
- Review the definitive proxy statement on Schedule 14A (filed October 31, 2025) for the full text of the amendment and detailed rationale.
- Monitor Nasdaq announcements regarding the implementation of the reverse split and any potential trading halts or adjustments.