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.
The NVACW SEC filings page on Stock Titan aggregates regulatory documents for Profusa, Inc., the issuer whose common stock trades under the symbol PFSA on The Nasdaq Stock Market LLC and whose warrants trade under symbols such as NVACW. These filings, drawn from the SEC’s EDGAR system, provide detailed information about the company’s capital structure, financing arrangements, stockholder actions, and exchange compliance matters.
Profusa, Inc. files current reports on Form 8-K that describe material definitive agreements and related amendments. Recent 8-K filings outline a Securities Purchase Agreement with Ascent Partners Fund LLC and other purchasers, senior secured convertible promissory notes, and subsequent amendments that adjust floor price definitions, conversion pricing based on volume-weighted average price, amortization provisions, and mandatory prepayment percentages tied to equity line of credit proceeds. For investors analyzing NVACW warrants, these documents help clarify how additional equity or note conversions might affect the underlying common stock.
The company’s definitive proxy statement on Schedule 14A is another key filing available on this page. It explains a special meeting of stockholders called to vote on a reverse stock split proposal within a specified ratio range, the ratification of CBIZ CPAs P.C. as independent registered public accounting firm for a stated fiscal year, and an adjournment proposal. The proxy materials describe voting rights, the record date, and the virtual meeting format, offering insight into governance and potential changes to the share count that could influence warrant terms.
Profusa, Inc. has also filed Form 12b-25 (Notification of Late Filing) to report a delay in submitting a Quarterly Report on Form 10-Q, citing the need for additional time to finalize disclosures while indicating that no significant change in results of operations was anticipated. In addition, an 8-K filed under Item 3.01 discloses a Nasdaq notification letter regarding non-compliance with the minimum market value of publicly held shares requirement for the Nasdaq Global Market and outlines the compliance period available to regain compliance.
On Stock Titan, these filings are presented with AI-powered summaries that highlight key terms, conditions, and implications in plain language. Users can quickly see the main points of complex agreements, proxy proposals, and exchange notices, while still having access to the full original documents for detailed review. This structure helps investors, including NVACW warrant holders, understand how Profusa, Inc.’s regulatory disclosures relate to the company’s securities.
NorthView Sponsor I, LLC, a 10% owner of Profusa, Inc., reported a pro rata, no‑consideration distribution of its holdings to its members. On January 26, 2026, the Sponsor distributed 4,743,750 shares of Profusa common stock and 5,162,500 warrants to purchase common stock, reducing its reported beneficial ownership of both securities to zero.
Profusa, Inc. director Peter O’Rourke received equity from a sponsor distribution. On 01/26/2026, he was issued 107,750 shares of Common Stock and 15,250 Warrants, both at no consideration, in a pro rata distribution of Profusa securities by NorthView Sponsor I LLC to its members.
Following these transfers, he directly beneficially owns 107,750 Common shares and 15,250 Warrants, each Warrant exercisable for one share of Common Stock.
Profusa, Inc. director Jack E. Stover reported receiving Profusa securities from NorthView Sponsor I LLC through a pro rata distribution. On January 26, 2026, he acquired 553,665 shares of common stock and 380,280 warrants for no consideration.
The warrants relate to 380,280 shares of common stock, carry an exercise price of $11.5 per share, became exercisable on January 26, 2026, and expire on July 11, 2030. After the transaction, Stover directly beneficially owned the same amounts of common stock and warrants reported as acquired.
Profusa, Inc. director Lauren Chung received 30,000 shares of Common Stock on January 26, 2026. The shares were distributed to her for no consideration by NorthView Sponsor I LLC in a pro rata distribution of Profusa securities to the sponsor’s members. Following this transaction, she directly beneficially owns 30,000 Profusa shares.
Profusa, Inc. director Jack E. Stover reported receiving two stock option grants on January 26, 2026. He was awarded options to buy 221,794 shares of common stock at an exercise price of $0.35 per share as an inaugural director award, vesting in three equal annual installments from the business combination closing.
He also received an annual director award of options for 52,866 shares at the same $0.35 exercise price, vesting on the first anniversary of the closing. Both option awards expire on January 26, 2036 and are held directly.
Profusa, Inc. director Rajesh Asarpota received two stock option grants on January 26, 2026. He was awarded options to purchase 221,794 shares of common stock at an exercise price of $0.35 per share as an inaugural director award.
He also received an annual director award of options for 52,866 shares at the same $0.35 exercise price. The inaugural award vests in three equal annual installments over three years from the closing of the business combination between NorthView Acquisition Corp. and Profusa, Inc., while the annual award vests on the first anniversary of that closing.
Profusa, Inc. director Lauren Chung reported receiving stock option awards on January 26, 2026. She was granted options to purchase 221,794 shares of common stock at an exercise price of $0.35 per share as an inaugural director award, vesting in three equal annual installments from the closing of the business combination between NorthView Acquisition Corp. and Profusa.
She also received an additional annual director award of options to purchase 52,866 shares of common stock at the same $0.35 exercise price, which vest on the first anniversary of that closing. Both grants are held directly and reflect standard equity compensation for board service.
Profusa, Inc. director Peter O’Rourke reported two stock option awards on Profusa (PFSA) common stock. On January 26, 2026, he received options for 221,794 shares and a separate award for 52,866 shares, both with a $0.35 exercise price.
The larger grant is an inaugural director award that vests in three equal annual installments over three years from the closing of the business combination between NorthView Acquisition Corp. and Profusa. The second grant is an annual director award vesting on the first anniversary of that closing.
Profusa, Inc. is calling a virtual special meeting on January 27, 2026 to ask stockholders to approve a broad reverse stock split authority, ratify its auditor, and allow a possible meeting adjournment if needed to gather more votes.
The reverse stock split proposal would let the board, any time through January 27, 2028, combine the company’s common shares at a ratio between 1‑for‑30 and 1‑for‑200, with total splits over time capped at 1‑for‑200. As of the December 23, 2025 record date, Profusa had 86,414,296 common shares outstanding.
The company explains it is out of compliance with Nasdaq’s $1.00 minimum bid price and certain market value requirements, and views the reverse split as a tool to raise the share price to help regain and maintain listing. Stockholders are also being asked to ratify CBIZ CPAs P.C. as independent auditor for the year ending December 31, 2025, and to approve the ability to adjourn the meeting briefly to solicit additional proxies if Proposals One or Two lack sufficient support.
Profusa, Inc. disclosed Amendment No. 3 to its Securities Purchase Agreement with Ascent Partners Fund LLC and other purchasers, further updating the company’s note financing structure. After the second closing, the purchasers must buy additional notes with an aggregate principal amount of up to $5,555,556 for a purchase price of up to $5,000,000, if several conditions are met, including full reduction of the first and second tranches, no Nasdaq listing deficiency notice, effective registration of all related conversion shares, and receipt of required stockholder approval. If only the listing condition is not met, the initial purchaser may instead buy notes with principal of up to $3,333,333.60 for a $3,000,000 price. The amendment also changes mandatory prepayments tied to equity line offerings and sets a new conversion floor price of $0.35 per share, below which the note conversion price cannot fall.