Picard Medical, Inc. SEC Filings

Picard Medical, Inc. entered into a securities purchase agreement with a single institutional investor for a private placement of senior secured notes and stock purchase warrants. At the initial closing on December 26, 2025, the company issued senior secured notes with an aggregate principal amount of $15,000,000, maturing on December 26, 2028, bearing a 0.00% annual interest rate. The notes require monthly amortization payments, which may be paid in cash or, if conditions are met, in shares of common stock, and can be optionally redeemed at 105% of principal upon 15 business days’ notice.

The investor also received warrants to purchase up to 7,009,346 shares of common stock at an initial exercise price of $2.675 per share, with additional warrants potentially issuable in future note draws. Picard Medical must maintain at least $4,000,000 in cash, seek stockholder approval to increase authorized common shares to at least 300 million and for the share issuances, and file a resale registration statement for the warrant and note shares. The notes are secured by a first-priority lien on substantially all company assets and certain intellectual property of subsidiary SynCardia Systems, LLC. Net proceeds are intended for working capital and general corporate purposes.

Picard Medical, Inc. filed a current report to note that members of its management team will ring the opening bell at the New York Stock Exchange. The company issued a press release about this event on December 18, 2025 and furnished it as Exhibit 99.1.

The company states that the information in this report and its exhibits is being furnished, not filed, so it is not subject to Exchange Act filing liabilities and is not automatically incorporated by reference into other securities-law filings.

Picard Medical, Inc. filed a current report to note that it issued a press release on December 9, 2025 providing an update regarding its SynCardia Total Artificial Heart. The update itself is contained in the referenced press release, which is attached as Exhibit 99.1 and incorporated by reference.

The company clarifies that the information in this report and its exhibits is being furnished rather than filed, meaning it is not automatically subject to certain liability provisions or incorporated into other securities law filings. No financial results, transaction details, or changes in corporate structure are described in this report.

Picard Medical, Inc. reported that its Engineering Project Manager, Duffy Elmer, presented in vitro data on the company’s Emperor Total Artificial Heart at the 31st Annual Meeting of the International Society for Mechanical Circulatory Support in Vienna, Austria. The presentation highlights ongoing development work on the Emperor Total Artificial Heart, a key technology in the company’s portfolio.

The company made available an abstract of the Emperor Total Artificial Heart and the slide deck used in the presentation as exhibits to this report. These materials are furnished, not filed, which means they are provided for information purposes and are not subject to the liability provisions that apply to formal filed reports.

Picard Medical, Inc. reported that its CEO, Patrick NJ Schnegelsberg, will present data on the company’s Emperor Total Artificial Heart at the CSI Focus D-HF (Device Therapies in Heart Failure) conference. The event is scheduled for December 5 and 6, 2025, in Frankfurt, Germany, giving the company an opportunity to share clinical or technical information about its artificial heart technology with a specialized cardiovascular audience.

The update is being shared through a press release furnished as an exhibit to this current report, and is characterized as supplemental information that is not deemed filed for liability purposes under federal securities laws.

Picard Medical, Inc. entered into a short-term bridge financing on November 26, 2025 through an unsecured promissory note with Fang Family Fund, LLC, an affiliate of its Board Chairman, Richard Fang. The lender agreed to provide a principal amount of $1,000,000 at an annual interest rate of 6%, compounded annually, with all principal and accrued interest due on November 27, 2026. The company may prepay the note at any time without penalty and plans to use the funds for general corporate purposes, including working capital, liquidity management, and near-term operating expenses. The related-party transaction was reviewed and approved by disinterested members of the Audit Committee and Board, who determined the terms are fair and comparable to those available from an unaffiliated third party. The company entered into this note to address short-term liquidity needs and currently expects to repay it from operating cash flow and/or future financing or refinancing.

Picard Medical, Inc. reported that Duffy Elmer will present in vitro data on the company’s Emperor Total Artificial Heart at the 31st Annual Meeting of the International Society for Mechanical Circulatory Support in Vienna, Austria, taking place between December 1 and 4, 2025. The announcement was made through a press release dated November 26, 2025, which is attached as an exhibit and incorporated by reference. The company also clarified that this information is being furnished, not filed, under securities laws, which limits its use in certain legal contexts.

Picard Medical, Inc. reported that its wholly owned subsidiary, SynCardia Systems LLC, has completed the first in vivo implantations of the Emperor Total Artificial Heart. This marks an important clinical milestone for the company’s artificial heart technology, moving it from development toward real-world use in living subjects.

The announcement was made through a press release furnished as an exhibit to this current report. The disclosure is informational and is stated as being furnished rather than filed under securities laws, which limits how it is incorporated into other regulatory documents.

Picard Medical, Inc. filed an 8-K stating it issued a press release announcing financial and operating results for the third quarter ended September 30, 2025. The press release is furnished as Exhibit 99.1 and incorporated by reference within this report.

The company notes the information is furnished, not filed under the Exchange Act and is not incorporated by reference into Securities Act or Exchange Act filings, despite any general incorporation language.