Welcome to our dedicated page for Profusa SEC filings (Ticker: NVACW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Profusa, Inc. filings document the digital health company’s securities registration activity, material events, and public-company status. Its S-1 and S-1/A registration statements describe offering-related disclosures, security structure, capital structure, risk factors, and the company’s status as an emerging growth company and smaller reporting company.
Profusa’s 8-K reports cover Nasdaq listing compliance matters, material agreements, shareholder voting matters, and other capital-structure or security-structure disclosures. These filings provide the formal record for corporate events affecting the company and its warrant security.
Profusa, Inc. has filed a resale registration covering up to 179,272,293 shares of common stock for sale by existing holders. The shares include 150,568,827 purchase shares tied to a $100,000,000 equity line with Ascent, plus conversion and warrant shares from Ascent’s note and warrant financing and a sponsor note.
Profusa will not receive proceeds from stockholder resales but may raise up to $100,000,000 by selling purchase shares to Ascent and up to $1,666,666.50 from cash exercises of Ascent inducement warrants. As of April 24, 2026, 4,410,268 shares were outstanding, so full issuance would be highly dilutive. The company reports large accumulated losses, substantial doubt about its ability to continue as a going concern, heavy reliance on external financing, and Nasdaq listing deficiency notices, while still seeking U.S. regulatory approvals for its biointegrated sensor products.
Profusa, Inc. has filed a resale registration covering up to 179,272,293 shares of common stock for sale by existing holders. The shares include 150,568,827 purchase shares tied to a $100,000,000 equity line with Ascent, plus conversion and warrant shares from Ascent’s note and warrant financing and a sponsor note.
Profusa will not receive proceeds from stockholder resales but may raise up to $100,000,000 by selling purchase shares to Ascent and up to $1,666,666.50 from cash exercises of Ascent inducement warrants. As of April 24, 2026, 4,410,268 shares were outstanding, so full issuance would be highly dilutive. The company reports large accumulated losses, substantial doubt about its ability to continue as a going concern, heavy reliance on external financing, and Nasdaq listing deficiency notices, while still seeking U.S. regulatory approvals for its biointegrated sensor products.
Profusa Inc. agreed to acquire substantially all know-how assets behind Bio Insights LLC’s PanOmics Assay, an integrated multi-omics platform for drug discovery and precision medicine, for $30,000,000. The price will be paid in Series A Convertible Preferred Stock, convertible into common shares one year after issuance, with the share count based on the common stock’s closing price before closing.
The new preferred and resulting common shares require stockholder approval under Nasdaq rules and will be subject to a five-year lock-up, with one-fourth released on each anniversary. Bio Insights will also receive a 3% royalty on net revenue from commercialization of the PanOmics Assay and provide 24 months of transition support, while agreeing to five years of non-compete and non-solicitation covenants. Profusa plans to use best efforts to raise an additional $10,000,000 in equity financing around the transaction closing, which must occur by September 30, 2026 or either party may terminate.
Profusa Inc. agreed to acquire substantially all know-how assets behind Bio Insights LLC’s PanOmics Assay, an integrated multi-omics platform for drug discovery and precision medicine, for $30,000,000. The price will be paid in Series A Convertible Preferred Stock, convertible into common shares one year after issuance, with the share count based on the common stock’s closing price before closing.
The new preferred and resulting common shares require stockholder approval under Nasdaq rules and will be subject to a five-year lock-up, with one-fourth released on each anniversary. Bio Insights will also receive a 3% royalty on net revenue from commercialization of the PanOmics Assay and provide 24 months of transition support, while agreeing to five years of non-compete and non-solicitation covenants. Profusa plans to use best efforts to raise an additional $10,000,000 in equity financing around the transaction closing, which must occur by September 30, 2026 or either party may terminate.
Profusa, Inc. entered an additional financing closing with Ascent Partners Fund LLC through a senior secured convertible note and an expanded warrant. Profusa issued a note with $1,111,111.11 principal for a $1,000,000 purchase price, bearing 12% annual interest and maturing on April 20, 2027. The note is convertible at $0.50 per share and secured by substantially all company assets, with interest rising to 24% and principal potentially accelerating upon specified default events. Profusa also issued a warrant to purchase 3,333,333 common shares at $0.50 per share, adjusted from 1,111,111 shares via a side letter that also granted registration rights. A 120-day lock-up limits sales of warrant shares through August 22, 2026, subject to customary exceptions.
Profusa, Inc. entered an additional financing closing with Ascent Partners Fund LLC through a senior secured convertible note and an expanded warrant. Profusa issued a note with $1,111,111.11 principal for a $1,000,000 purchase price, bearing 12% annual interest and maturing on April 20, 2027. The note is convertible at $0.50 per share and secured by substantially all company assets, with interest rising to 24% and principal potentially accelerating upon specified default events. Profusa also issued a warrant to purchase 3,333,333 common shares at $0.50 per share, adjusted from 1,111,111 shares via a side letter that also granted registration rights. A 120-day lock-up limits sales of warrant shares through August 22, 2026, subject to customary exceptions.
Profusa, Inc. files its annual report describing a transition from a SPAC structure to a digital health company developing long‑term injectable biosensors. The firm completed a 1‑for‑75 reverse stock split in February 2026 and had 4,410,268 common shares outstanding as of April 14, 2026, with non‑affiliate equity valued at about $1.3 million as of June 30, 2025.
Profusa’s Lumee™ platform uses subcutaneous hydrogel sensors and external optical readers to generate continuous oxygen and glucose data. Lumee Oxygen holds CE approval in Europe and is being advanced toward updated MDR compliance and a planned U.S. launch in 2026, subject to FDA authorization. Lumee Glucose is an investigational continuous glucose monitoring system with multi‑country clinical data and no current commercial approvals.
The company highlights more than $100 million of historical funding, including about $30 million from DARPA and NIH and over $50 million from Asian investors, a patent estate of 25 issued U.S. patents and 32 international patents, and reports no serious device‑related adverse events to date for Lumee Oxygen or Lumee Glucose.
Profusa, Inc. files its annual report describing a transition from a SPAC structure to a digital health company developing long‑term injectable biosensors. The firm completed a 1‑for‑75 reverse stock split in February 2026 and had 4,410,268 common shares outstanding as of April 14, 2026, with non‑affiliate equity valued at about $1.3 million as of June 30, 2025.
Profusa’s Lumee™ platform uses subcutaneous hydrogel sensors and external optical readers to generate continuous oxygen and glucose data. Lumee Oxygen holds CE approval in Europe and is being advanced toward updated MDR compliance and a planned U.S. launch in 2026, subject to FDA authorization. Lumee Glucose is an investigational continuous glucose monitoring system with multi‑country clinical data and no current commercial approvals.
The company highlights more than $100 million of historical funding, including about $30 million from DARPA and NIH and over $50 million from Asian investors, a patent estate of 25 issued U.S. patents and 32 international patents, and reports no serious device‑related adverse events to date for Lumee Oxygen or Lumee Glucose.
Profusa, Inc. entered a new financing amendment and signed a non-binding letter of intent to acquire Bio Insights’ PanOmics assets for $30,000,000 in equity. The deal would add a multi-omics diagnostics platform focused on oncology, particularly pancreatic cancer, alongside Profusa’s Lumee oxygen biosensing technology.
Amendment No. 4 to Profusa’s Securities Purchase and Pledge Agreements permits up to $12,222,222 in additional convertible notes and immediately adds a senior secured convertible note of $555,555.55 at 12% interest, convertible at $0.50 per share, plus a warrant for 1,111,111 common shares at the same price. The PanOmics acquisition, if completed, would be paid via 460,000 common shares at closing and new preferred stock convertible into 59,540,000 common shares, with a seven-year lock-up and 3% royalty on net revenue, and is subject to due diligence, shareholder approval, and definitive agreements.
Profusa, Inc. entered a new financing amendment and signed a non-binding letter of intent to acquire Bio Insights’ PanOmics assets for $30,000,000 in equity. The deal would add a multi-omics diagnostics platform focused on oncology, particularly pancreatic cancer, alongside Profusa’s Lumee oxygen biosensing technology.
Amendment No. 4 to Profusa’s Securities Purchase and Pledge Agreements permits up to $12,222,222 in additional convertible notes and immediately adds a senior secured convertible note of $555,555.55 at 12% interest, convertible at $0.50 per share, plus a warrant for 1,111,111 common shares at the same price. The PanOmics acquisition, if completed, would be paid via 460,000 common shares at closing and new preferred stock convertible into 59,540,000 common shares, with a seven-year lock-up and 3% royalty on net revenue, and is subject to due diligence, shareholder approval, and definitive agreements.
Profusa, Inc. filed a Form 12b-25 notification stating it cannot timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and expects to file no later than the fifteenth calendar day following the prescribed due date.
The company discloses preliminary results showing a net loss of $(31.9) million for 2025 versus $(9.2) million in 2024, attributing the increase principally to $21.9 million higher general and administrative expenses related to the business combination that closed on July 11, 2025, higher R&D costs, and other transaction and financing items. Management notes a 1-for-75 reverse stock split effected February 9, 2026 and says final results will appear in the delayed Form 10-K.
Profusa, Inc. entered into an amendment to its existing Amended and Restated Promissory Note originally issued on May 31, 2024 to NorthView Sponsor I LLC. The amendment, signed on March 20, 2026, extends the note’s maturity date to December 31, 2026, giving the company more time before this obligation comes due.
Profusa, Inc. entered into an amendment to its existing Amended and Restated Promissory Note originally issued on May 31, 2024 to NorthView Sponsor I LLC. The amendment, signed on March 20, 2026, extends the note’s maturity date to December 31, 2026, giving the company more time before this obligation comes due.
Profusa, Inc. has been notified by Nasdaq that its common stock no longer meets the required minimum market value of listed securities and $1.00 minimum bid price, and is now subject to delisting from the Nasdaq Global Market. The company plans to request a hearing, which would temporarily prevent suspension while it presents a compliance plan. Separately, management decided to end its Bitcoin treasury reserve strategy and liquidate its digital asset holdings. As of the quarter ended September 30, 2025, Profusa held about 16.51 Bitcoin bought for roughly $2.0 million, and expects to sell all remaining Bitcoin in open-market transactions for general corporate purposes. The related Account Control Agreement governing Bitcoin collateral has been terminated without early termination penalties.