Adagio Medical Holdings, Inc. filings document a public medical-device issuer developing catheter ablation systems for cardiac arrhythmias. Its Form 8-K reports include operating and financial results, business updates, clinical-study announcements, FDA IDE-related events, and press releases concerning the vCLAS® Ventricular Ablation System and Ultra-Low Temperature Ablation technology.
The company’s proxy and governance filings cover shareholder voting matters, director nominations, annual-meeting results, material agreements, governance practices, and capital-structure disclosures. Filings also identify ADGM common stock as Nasdaq-listed and classify the company as an emerging growth company for Exchange Act reporting purposes.
Adagio Medical Holdings, Inc. director Keyvan Mirsaeedi-Farahani acquired 12,770 shares of common stock on September 27, 2024, through a pro rata distribution for no consideration. The shares were held directly, and his reported direct holdings following the transaction were 12,770 shares.
Adagio Medical Holdings, Inc. (ADGM) asks stockholders to approve alternate charter amendments authorizing a reverse split of one-for-10 to one-for-500, with the Board choosing the ratio and whether and when to proceed. The Board could implement only one split or none; if it does not act within 12 months after the October 23, 2026 meeting, further stockholder approval would be required. If implemented, the split would leave 210,000,000 authorized common shares, increasing shares available for future issuance.
As of October 13, 2026, Adagio had not regained Nasdaq’s $1.00 minimum bid-price or $2,500,000 stockholders’ equity requirements; it submitted an equity-compliance plan on September 28. If Nasdaq accepts the plan, it may grant up to 180 calendar days. Adagio expects Nasdaq to provide a delisting notice after December 9, 2026, and says it intends to appeal a delisting determination. The split is intended to address the bid-price requirement, but Adagio gives no assurance it will restore compliance.
Adagio Medical Holdings, Inc. (ADGM) reported that one holder converted $776,111 in aggregate principal amount of its 13% Senior Secured Convertible Notes, together with accrued and unpaid interest, if any, into 4,978,869 common shares between September 25, 2026 and October 1, 2026. The shares were issued using Alternate Conversion Prices ranging from $0.1265 to $0.1618 per share.
The shares were exchanged for the holder’s existing notes under Section 3(a)(9) of the Securities Act. No commission or other remuneration was paid or given directly or indirectly for soliciting the exchange, and the company received no additional consideration in connection with the conversion.
Adagio Medical Holdings, Inc. (ADGM) is asking stockholders to approve a reverse split of common stock at a ratio from 1-for-10 to 1-for-500. The Board would choose the ratio and may implement one split—or none—within 12 months after the meeting, if approved and later deemed to be in the company’s best interests. The proposal leaves the company’s 210 million authorized common shares unchanged; a split would reduce outstanding shares proportionately and adjust equity awards.
Adagio says the proposal is intended to address its Nasdaq minimum bid-price deficiency. As of the proxy statement, the company had not regained compliance with the $1.00 bid-price or $2.5 million stockholders’ equity requirements; it submitted a compliance plan on September 28, 2026. Nasdaq may grant up to 180 calendar days to regain equity compliance if it accepts the plan. Adagio expects Nasdaq to provide a delisting notice after the bid-price grace period expires on December 9, 2026, and says it intends to appeal. The split cannot assure continued compliance, and future issuance of authorized shares could dilute per-share measures, ownership and voting rights.
Adagio Medical Holdings, Inc. (ADGM) began a process to explore strategic alternatives focused on maximizing shareholder value, potentially including an acquisition, merger, business combination or other transaction. The company said there is no assurance it will pursue or complete a transaction on attractive terms, if at all.
Effective September 23, 2026, Adagio will reduce its workforce by 25 of 43 full-time employees and estimates approximately $1.3 million in cash expenditures, primarily one-time severance, benefits and related costs, excluding non-cash equity-compensation charges. The estimate is subject to assumptions. For conversion dates from September 23 through October 31, 2026, subject to extension, the company notified holders of its 13% Senior Secured Convertible Notes that the Conversion Price would be reduced to the applicable Alternate Conversion Price: the lower of the then-current Conversion Price or 85% of the lowest common-stock VWAP during the five consecutive trading days ending on and including the trading day immediately preceding delivery or deemed delivery of a conversion notice.
As of June 30, 2026, preliminary unaudited cash, cash equivalents and marketable-securities investments were approximately $7.7 million. Adagio submitted -VT pivotal-study results in May 2026 to support its vCLAS Ventricular Ablation System PMA application; the -VT trial has enrolled 209 patients.
ADAR1 Capital Management, LLC and Daniel Schneeberger report beneficial ownership of Adagio Medical Holdings, Inc. common stock. They disclose shared voting and dispositive power over 1,205,447 shares of common stock, representing 5.4% of the class, based on 22,210,459 shares outstanding as of June 30, 2026.
The reported stake consists of 1,054,697 shares held by ADAR1 Partners, LP and 150,750 shares held by Spearhead Insurance Solutions IDF, LLC. Additional potential equity exposure is excluded from this figure: 1,733,980 shares underlying milestone warrants and 500,000 shares issuable upon conversion of 13% senior secured convertible notes held by ADAR1 Partners, LP, plus 185,138 shares underlying milestone warrants held by Spearhead Insurance Solutions IDF, LLC, all subject to a 4.99% beneficial ownership limitation.
Adagio Medical Holdings, Inc. reported that on August 13, 2026 it received a Nasdaq deficiency letter for failing to meet the Nasdaq Capital Market minimum stockholders’ equity requirement. Nasdaq Listing Rule 5550(b)(1) requires at least $2,500,000 of stockholders’ equity, while the company’s Form 10-Q for the quarter ended June 30, 2026 reported stockholders’ equity of $(415,000). The company also does not meet the alternative standards based on market value of listed securities or net income from continuing operations. The notice has no immediate effect on the Nasdaq listing. Adagio has 45 days, no later than September 28, 2026, to submit a compliance plan; if accepted, Nasdaq may grant up to 180 additional days to regain compliance. The company plans to submit the compliance plan, monitor equity and evaluate options, while highlighting risks around liquidity, financing needs and its ability to continue operating as a going concern.
Adagio Medical Holdings, Inc. made available an updated corporate presentation on August 13, 2026 for use in meetings with investors, analysts and other stakeholders. The presentation is accessible on the company’s website and is also included as Exhibit 99.1.
The information in this investor presentation, as described under the company’s Regulation FD disclosure, is being furnished rather than filed under the Exchange Act and is not incorporated by reference into other Securities Act or Exchange Act reports.
Adagio Medical Holdings, Inc. director Sean Salmon received a grant of 30,000 non-qualified stock options to buy common stock. The options have an exercise price of $0.7103 per share, expire on June 16, 2036, and will vest in 12 equal monthly installments over one year starting June 16, 2026.
Adagio Medical Holdings, Inc. reported that director Keyvan Mirsaeedi-Farahani received a grant of 30,000 non-qualified stock options on June 16, 2026. The options have an exercise price of $0.7103 per share and expire on June 16, 2036. They were granted under the company’s Non-Employee Director Compensation Policy and 2024 Equity Incentive Plan and will vest in 12 equal monthly installments over one year starting from the vesting commencement date of June 16, 2026. After this grant, the reporting person holds 30,000 options directly.