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Profusa Inc SEC Filings

PFSA NASDAQ

The Profusa, Inc. (Nasdaq: PFSA) SEC filings page provides access to the company’s official regulatory documents filed with the U.S. Securities and Exchange Commission. Profusa is a commercial stage digital health and medical technology company focused on tissue-integrated biosensors and its Lumee Oxygen tissue monitoring platform, and its filings offer detailed insight into its capital structure, governance, financing arrangements and listing status.

Through this page, users can review current reports on Form 8-K where Profusa discloses material events such as securities purchase agreement amendments, senior secured convertible promissory note modifications, equity line of credit approvals, Nasdaq listing notifications, and manufacturing or commercial milestones referenced in Regulation FD disclosures. These 8-K filings explain key terms of convertible notes, floor price adjustments, tranche structures and mandatory prepayment provisions tied to equity line proceeds.

Investors can also access proxy statements on Schedule 14A, which describe special meetings of stockholders convened to approve items such as potential issuance of more than 19.99% of outstanding shares upon conversion of senior secured convertible notes, increases in authorized common shares, and proposals authorizing the board to implement one or more reverse stock splits within a specified ratio range. These documents outline the board’s recommendations, voting requirements and the rationale behind each corporate action.

Additional filings include registration statements on Form S-1 and related amendments, which detail resale registrations for shares issuable upon conversion of Profusa’s notes, as well as the company’s status as an emerging growth company and smaller reporting company. Notifications of late filing on Form 12b-25 explain timing for quarterly reports when additional time is needed to finalize disclosures.

On Stock Titan, each Profusa filing is accompanied by AI-powered summaries that highlight the main points of lengthy documents, helping users quickly understand complex financing terms, proposed charter amendments, or Nasdaq compliance updates. Real-time integration with EDGAR ensures that new 8-Ks, S-1 amendments, proxy statements and other PFSA filings appear promptly, while insider transaction reports on Form 4 and periodic reports such as 10-K and 10-Q (when filed) can be browsed and compared over time.

This page is designed to help investors, analysts and other interested readers interpret Profusa’s regulatory disclosures around its Lumee biosensor platform, capital-raising activities, authorized share changes and potential reverse stock splits using concise AI explanations alongside the full official documents.

Rhea-AI Summary

Profusa, Inc. held a special stockholder meeting where investors approved a major flexibility tool for its share structure. Stockholders authorized an amendment to the certificate of incorporation allowing the board, at its discretion, to implement one or more reverse stock splits of the common stock at ratios between 1-for-30 and 1-for-200 at any time on or before January 27, 2028, with all splits in total not exceeding 1-for-200.

At the record date there were 86,414,296 common shares outstanding, and 36,835,574 shares were represented, providing a quorum. The reverse stock split proposal passed with 30,784,698 votes in favor, 6,025,262 against, and 25,614 abstentions. Stockholders also ratified the appointment of CBIZ CPAs P.C. as independent registered public accounting firm for the year ending December 31, 2025, and approved the ability to adjourn the meeting if additional proxies were needed. No other actions were taken.

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Profusa, Inc. insider filing shows a significant equity distribution to its CFO. On January 26, 2026, Chief Financial Officer Fred S. Knechtel received 818,961 shares of Common Stock and 516,863 warrants to purchase Common Stock at an exercise price of $11.50 per share.

The footnote explains this was a pro rata distribution for no consideration by NorthView Sponsor I LLC to its members, including Knechtel. Following the transaction, he directly beneficially owned 818,961 Common shares and 516,863 warrants, which are exercisable through July 11, 2030.

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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FAQ

How many Profusa (PFSA) SEC filings are available on StockTitan?

StockTitan tracks 52 SEC filings for Profusa (PFSA), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Profusa (PFSA)?

The most recent SEC filing for Profusa (PFSA) was filed on February 2, 2026.