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New Picard Medical (PMI) director Dr. Joe Xiao joins key board committees

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Picard Medical, Inc. reported that on June 23, 2026, Dr. Joe Xiao was appointed to its Board of Directors, with his term set to expire at the Company’s 2026 annual meeting of stockholders. He will serve on the Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee, giving him a broad governance role across financial oversight, executive pay and board nominations.

Dr. Xiao entered into Picard Medical’s standard indemnification agreement for directors and will be paid under the existing compensation policy for non-employee directors described in the proxy statement filed on June 15, 2026. The Company states there are no special arrangements behind his selection and no related-party transactions requiring disclosure, indicating this is a routine independent board appointment.

Positive

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Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Audit Committee financial
"Dr. Xiao has also been appointed to the Audit Committee, Compensation Committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Compensation Committee financial
"appointed to the Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee."
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
Nominating and Corporate Governance Committee financial
"Compensation Committee and Nominating and Corporate Governance Committee."
A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.
indemnification agreement regulatory
"Dr. Xiao entered into the Company’s standard indemnification agreement for directors."
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
Item 404(a) of Regulation S-K regulatory
"no transactions or relationships between Dr. Xiao and the Company that would require disclosure under Item 404(a) of Regulation S-K."
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Learn about SEC filing dates
false 0002030617 0002030617 2026-06-23 2026-06-23
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): June 23, 2026
 
Picard Medical, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-42801
 
86-3212894
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
1992 E Silverlake
Tucson AZ, 85713
(Address of principal executive offices, including zip code)
 
Registrant’s telephone number, including area code: (520) 545-1234
 
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, par value $0.0001 per share
 
PMI
 
The NYSE American, LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 
 
 
 
 
 
 
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On June 23, 2026, Dr. Joe Xiao was appointed to the Board of Directors (the “Board”) of Picard Medical, Inc. (the “Company”) with a term set to expire at the 2026 annual meeting of stockholders. Dr. Xiao has also been appointed to the Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee.
 
In connection with being appointed to the Board, Dr. Xiao entered into the Company’s standard indemnification agreement for directors.
 
Dr. Xiao will receive compensation in accordance with the Company’s existing compensation policy for non-employee directors, which is described under “The Board, Its Committees and Its Compensation - Director Compensation” in the Company’s proxy statement filed with the Securities and Exchange Commission (the “SEC”) on June 15, 2026. There are no arrangements or understandings between Dr. Xiao and any other person pursuant to which he was selected to serve on the Board. There are also no transactions or relationships between Dr. Xiao and the Company that would require disclosure under Item 404(a) of Regulation S-K.
 
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit Number
Exhibit Description
10.1
Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed with the SEC on September 4, 2025)
   
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Picard Medical, Inc.
 
   
By:
/s/ Richard Fang
 
 
Name: Richard Fang
   
 
Title: Interim Chief Executive Officer
   
 
Dated: June 26, 2026
 
 
 

FAQ

What did Picard Medical (PMI) announce in this 8-K filing?

Picard Medical announced the appointment of Dr. Joe Xiao to its Board of Directors. His term runs until the 2026 annual meeting, and he joins key board committees overseeing audit, compensation, and corporate governance matters.

What is Dr. Joe Xiao’s role on Picard Medical’s (PMI) board?

Dr. Joe Xiao has been appointed as a director of Picard Medical. He will also serve on the Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee, giving him responsibilities across financial oversight and governance.

How long will Dr. Joe Xiao serve on Picard Medical’s (PMI) board?

Dr. Joe Xiao’s board term is set to expire at the 2026 annual meeting of stockholders. This aligns his initial service period with the company’s regular director election cycle, as described in the current report.

How will Dr. Joe Xiao be compensated as a Picard Medical (PMI) director?

Dr. Xiao will receive compensation under Picard Medical’s existing policy for non-employee directors. The policy is described under “The Board, Its Committees and Its Compensation - Director Compensation” in the proxy statement filed on June 15, 2026.

Did any special arrangements lead to Dr. Joe Xiao’s appointment at Picard Medical (PMI)?

Picard Medical notes there are no arrangements or understandings between Dr. Xiao and any other person under which he was selected. The filing presents his appointment as a routine board decision without side agreements.

Filing Exhibits & Attachments

4 documents