Picard Medical, Inc. SEC Filings

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.

Picard Medical, Inc. (PMI) reported Q3 2025 results showing modest revenue growth but continued losses and a going concern warning. Quarterly revenue was $1.187 million, up from $0.881 million a year ago, with products driving most sales. Gross loss narrowed to $0.130 million from $0.673 million as product costs improved.

Operating loss was $3.487 million. Other expense rose sharply on interest and derivative impacts, leading to a net loss of $10.426 million for the quarter. For the nine months, revenue reached $3.931 million versus $3.555 million last year, with a net loss of $22.711 million.

The balance sheet shifted after the September 2, 2025 IPO and note conversions: derivative liabilities fell to $0 from $6.759 million and total liabilities dropped to $5.553 million from $35.842 million at year-end. Cash increased to $2.813 million from $0.096 million, aided by $17.4 million of net common stock proceeds and debt activity. Shares outstanding were 73,701,176 as of November 10, 2025. Management states there is substantial doubt about the company’s ability to continue as a going concern without additional financing.

Affiliates of Versa Capital, including Sindex SSI Lending, LLC, filed an initial Form 3 reporting beneficial ownership in Picard Medical, Inc. (PMI) as of 08/11/2025. The filing lists 7,943,585 shares of common stock beneficially owned and indicates the reporting person is a Director and 10% Owner. The form was filed by more than one reporting person and notes that the shares are held by Sindex, with a control chain through Versa entities and Gregory L. Segall.

Picard Medical, Inc. (PMI) received a Schedule 13G from Sindex SSI Lending, LLC, Versa Capital Fund III, L.P., related Versa entities, and Gregory L. Segall, disclosing passive beneficial ownership in the company’s common stock. The filing lists 7,943,585 shares beneficially owned, representing 10.8% of the class, tied to an outstanding base of 73,701,176 shares as of September 16, 2025. The date of event triggering the filing is August 11, 2025.

Each reporting person reports sole voting power: 7,943,585 shares and sole dispositive power: 7,943,585 shares, with no shared voting or dispositive power. The certification states the securities were not acquired and are not held for the purpose of changing or influencing control, indicating a passive investment stance.

Picard Medical, Inc. filed a Form 8-K stating it furnished a press release discussing the volatility of its stock price. The press release is included as Exhibit 99.1 and dated October 24, 2025.

The company’s common stock trades on the NYSE American under the symbol PMI. No financial results or transactions are described in this filing.

Picard Medical (PMI) reported that stockholders approved an amendment to its 2021 Equity Incentive Plan. The update increases the total shares available under the plan to 18,000,000, adds warrants as an award type, and ratifies the plan.

The proposal passed with 46,424,590 votes for, 7,727 against, and 7,945,013 abstentions. A quorum was present, with 54,377,330 shares represented. As context, shares of common stock outstanding and entitled to vote were 73,701,176 as of the September 16, 2025 record date.

Picard Medical, Inc. has scheduled a Special Meeting for October 10, 2025 at 8:00 p.m. Eastern Time. The filing reports ownership snapshots based on 73,701,176 outstanding shares as of September 26, 2025, and discloses specific beneficial ownership positions and voting controls for named holders, including Hunniwell Picard I, LLC and Gregory L. Segal's control over Sindex SSI Financing, LLC.

The proxy contains governance and compensation plan language: the Board (or an authorized Committee) serves as Plan Administrator for the Amended and Restated 2021 Equity Incentive Plan, which includes a Share Reserve of 18,000,000 shares to be issued from authorized and unissued or treasury shares. The Plan permits awards such as Options, Warrants, SARs, Restricted Stock, RSUs, cash and other consideration, and authorizes substitutions and anti-repricing provisions consistent with GAAP treatment.

Picard Medical, Inc. Preliminary Proxy materials include an Amended and Restated 2021 Equity Incentive Plan establishing an 18,000,000 share reserve to be issued from authorized unissued or treasury shares. The Plan Administrator will be the Board or a Board-authorized Committee, and until such a Committee is constituted the Board will act as administrator. The filing references mechanics for cancelling and substituting awards, including replacement with options, restricted stock, RSUs, cash or other consideration, and restrictions on repricing under GAAP.

The proxy discloses ownership details used for voting calculations: a total share base of 73,701,176 shares as of September 16, 2025, identifies Hunniwell Picard I, LLC (managed by Hunniwell Picard GP, LLC) and explains the fundontrollers re subject to a unanimous "rule of two," and notes Gregory L. Segal has voting and dispositive control over shares owned by Sindex SSI Financing, LLC. The document also contains voting/tally figures and percentage stakes shown in the proxy materials.

Bernard Skaggs, Chief Financial Officer of Picard Medical, Inc. (PMI), filed an amended Form 3 reporting two employee stock option awards. The filing shows 102,239 options granted with a $0.71 exercise price (as adjusted) and 408,956 options granted with a $0.71 exercise price (as adjusted). Each grant has a vesting commencement date (first: February 21, 2023; second: November 27, 2023). For both grants one-quarter cliff vests on the first anniversary of the vesting commencement date, with the remainder vesting monthly over the following 36 months, subject to continued service. The exercise price and share amounts were adjusted to reflect a combined forward and reverse split resulting in an overall forward split of 1 for 2.1524. The form was signed by Emily Semon as attorney-in-fact on 08/28/2025.