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Profound Medical Annual General and Special Meeting of Shareholders Voting Results

(Moderate)
(Very Positive)
Tags

Profound Medical (NASDAQ: PROF) reported voting results from its May 13, 2026 Annual General and Special Meeting. Shareholders representing 25,347,133 shares, or 69.754% of outstanding shares, were present. All matters in the April 2, 2026 circular were approved, including eight director elections, auditor appointment, and long-term incentive plan resolutions.

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Positive

  • Strong quorum with 69.754% of outstanding common shares represented
  • All eight director nominees received over 78.999% support
  • PricewaterhouseCoopers reappointed as auditor with shareholder approval
  • Unallocated RSUs and DSUs under long-term incentive plan approved

Negative

  • None.

News Market Reaction – PROF

+1.41%
+1.41% Session close to close

In the May 14 session, PROF gained 1.41%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement confirms routine but important governance milestones: 69.754% of outstanding share...
Analysis

This announcement confirms routine but important governance milestones: 69.754% of outstanding shares were represented at the AGM, all eight directors were elected, PwC was reappointed as auditor, and equity incentives under the long-term plan were approved. In context of recent strong Q1 results and ongoing clinical and conference activity, investors may track how this stable board composition steers execution, capital decisions, and any use of registered shares over time.

Key Figures

Shares represented: 25,347,133 shares Participation rate: 69.754% Board nominees: 8 nominees +5 more
8 metrics
Shares represented 25,347,133 shares Common shares represented at 2026 AGM
Participation rate 69.754% Percent of common shares outstanding represented at AGM
Board nominees 8 nominees Number of directors elected at AGM
Votes for Menawat 12,773,374 (90.257%) Votes for director nominee Arun Menawat
Votes for Baylis 12,945,473 (91.473%) Votes for director nominee Frank Baylis
Votes for Wellner 12,948,509 (91.495%) Votes for director nominee Thomas Wellner
Lowest support 78.999% for Rosenthal Smallest ‘For’ percentage among director nominees
Audit appointment PwC reappointed PricewaterhouseCoopers LLP approved as auditor until next AGM

Historical Context

5 past events · Latest: May 07 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
May 07 Q1 2026 earnings Positive -4.3% Strong revenue growth and narrower loss but shares fell post-report.
Apr 29 AI sector overview Neutral -2.2% Inclusion in AI diagnostics article coincided with share price decline.
Apr 16 Earnings date set Neutral +3.1% Announcement of Q1 release date and call saw shares tick higher.
Apr 14 Investor conference Neutral -0.2% Participation in Bloom Burton conference had minimal share impact.
Apr 01 Clinical presentations Positive +0.8% Multiple TULSA-PRO presentations linked with a modest price gain.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent news shows mixed reactions: strong Q1 results and positive sector visibility were followed by share price declines, while conference-related updates have generally aligned with modest gains or flat trading.

Recent Company History

Over the past months, Profound Medical has highlighted clinical progress and investor outreach while reporting improving financials. On Mar 13, CAPTAIN trial data showed functional benefits for TULSA vs. surgery. Subsequent 8-Ks and news in early April focused on scientific and investor conferences. On May 7, Q1 2026 results showed strong revenue growth and a narrower loss, yet the stock fell 4.33%. Today’s AGM voting results fit into this governance and execution narrative without altering the broader trajectory.

Key Terms

restricted share units, deferred share units, long-term incentive plan
3 terms
restricted share units financial
"approved the appointment of ... and an ordinary resolution approving all unallocated restricted share units and deferred share units"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
deferred share units financial
"approving all unallocated restricted share units and deferred share units under the Company's long-term incentive plan"
Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.
long-term incentive plan financial
"all unallocated restricted share units and deferred share units under the Company's long-term incentive plan"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Toronto, Ontario--(Newsfile Corp. - May 13, 2026) - Profound Medical Corp. (TSX: PRN) (NASDAQ: PROF) ("Profound" or the "Company") is pleased to announce the voting results from its Annual General and Special Meeting of Shareholders that was held today (the "Meeting"). A total of 25,347,133 common shares, representing 69.754% of the common shares outstanding, were represented in person and by proxy at the Meeting.

All of the matters put forward before the shareholders, as set out in the Company's management information circular dated April 2, 2026 (the "Information Circular"), were approved by the requisite majority of votes cast at the Meeting.

Election of Directors

At the meeting, the shareholders of the Company elected all eight (8) nominees for the board of directors (the "Board"). Detailed results of the voting in respect of the election of directors are as follows:

NomineeFor% ForWithheld% Withheld
Arun Menawat12,773,37490.2571,378,7929.743
Brian Ellacott11,541,68481.5542,610,48218.446
Cynthia Lavoie11,586,79381.8732,565,37318.127
Murielle Lortie11,586,69381.8722,565,47318.128
Arthur Rosenthal11,180,11378.9992,972,05321.001
Frank Baylis12,945,47391.4731,206,6938.527
Thomas Wellner12,948,50991.4951,203,6578.505
Vafa Jamali12,885,00391.0461,267,1638.954

 

Other Matters

The Company's shareholders also approved the appointment of PricewaterhouseCoopers LLP as the auditor for the Company to hold office until the close of the next annual meeting or until its successor is duly appointed, at such remuneration as may be determined by the board of directors and an ordinary resolution approving all unallocated restricted share units and deferred share units under the Company's long-term incentive plan, as more particularly described in the Information Circular. Detailed voting results for all resolutions will be posted under the Company's profile at www.sedarplus.ca.

About Profound Medical Corp.

Profound is a commercial-stage medical device company that develops and markets AI-powered, MRI-guided, incision-free therapies for the ablation of diseased tissue.

Profound is commercializing TULSA-PRO®, a technology that combines real-time MRI, AI-enhanced planning, robotically-driven transurethral ultrasound and closed-loop temperature feedback control. The TULSA Procedure™, performed using the TULSA-PRO system, has the potential of becoming a mainstream treatment modality across the entire prostate disease spectrum; ranging from low-, intermediate-, or high-risk prostate cancer; to hybrid patients suffering from both prostate cancer and benign prostatic hyperplasia ("BPH"); to men with BPH only; and also, to patients requiring salvage therapy for radio-recurrent localized prostate cancer. The TULSA Procedure employs real-time MR guidance for precision to preserve patients' urinary continence and sexual function, while killing the targeted prostate tissue via precise sound absorption technology that gently heats it to 55-57°C. TULSA is an incision- and radiation-free "one-and-done" procedure performed in a single session that takes a few hours. Virtually all prostate shapes and sizes can be safely, effectively, and efficiently treated with TULSA. There is no bleeding associated with the procedure; no hospital stay is required; and most TULSA patients report quick recovery to their normal routine. TULSA-PRO is CE marked, Health Canada approved, and 510(k) cleared by the U.S. Food and Drug Administration ("FDA").

Profound is also commercializing Sonalleve®, an innovative therapeutic platform that is CE marked for the treatment of uterine fibroids, adenomyosis, pain palliation of bone metastases, desmoid tumors and osteoid osteoma. Sonalleve has also been approved by the China National Medical Products Administration for the non-invasive treatment of uterine fibroids and has FDA approval under a Humanitarian Device Exemption for the treatment of osteoid osteoma. Profound is in the early stages of exploring additional potential treatment markets for Sonalleve where the technology has been shown to have clinical application, such as non-invasive ablation of abdominal cancers and hyperthermia for cancer therapy.

Forward-Looking Statements

This release includes forward-looking statements regarding Profound and its business which may include, but is not limited to, statements relating to the expectations regarding the efficacy of Profound's technologies for disease conditions requiring ablation procedures for prostate, uterine fibroids, adenomyosis, palliative pain treatment, desmoid tumors, and osteoid osteoma and the success of Profound's commercialization strategy and activities for TULSA-PRO and Sonalleve. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such statements are based on the current expectations of the management of Profound. The forward-looking events and circumstances discussed in this release, may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company. Although Profound has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Other factors and risks that may cause actual results to differ materially from those set out in the forward-looking statements are described in Profound's Annual Report on Form 10-K and other filings made with U.S. and Canadian securities regulators, available at www.sedarplus.ca and www.sec.gov. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Profound undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, other than as required by law.

For further information, please contact:

Stephen Kilmer
Investor Relations
skilmer@profoundmedical.com
T: 647.872.4849

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/297432

FAQ

What were the 2026 annual meeting voting results for Profound Medical (NASDAQ: PROF)?

Profound Medical shareholders approved all matters at the May 13, 2026 annual and special meeting. According to Profound Medical, 25,347,133 shares representing 69.754% of outstanding common shares were voted, and each resolution received the requisite majority support.

How many Profound Medical (PROF) shares were represented at the May 13, 2026 shareholder meeting?

A total of 25,347,133 Profound Medical common shares were represented at the meeting. According to Profound Medical, this equaled 69.754% of outstanding common shares, indicating a substantial level of shareholder participation in the 2026 governance decisions.

Were all director nominees elected at Profound Medical’s 2026 shareholder meeting?

Yes, all eight director nominees were elected by shareholders at the 2026 meeting. According to Profound Medical, support ranged from 78.999% to 91.495% of votes cast, confirming each nominee’s appointment to the company’s board of directors.

Who is the approved auditor for Profound Medical after the May 2026 AGM?

Shareholders approved PricewaterhouseCoopers LLP as Profound Medical’s auditor until the next annual meeting. According to Profound Medical, the auditor will serve at a remuneration determined by the board, providing continuity in the company’s external audit services.

What long-term incentive plan resolution did Profound Medical shareholders approve in 2026?

Shareholders approved an ordinary resolution for all unallocated restricted share units and deferred share units. According to Profound Medical, these equity-based awards fall under the company’s long-term incentive plan as described in the April 2, 2026 management information circular.

Where can investors find detailed 2026 Profound Medical voting results for each resolution?

Detailed voting results for each 2026 meeting resolution will be posted on the SEDAR+ website. According to Profound Medical, investors can review the full breakdown under the company’s profile at www.sedarplus.ca once published.