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Red Flags Detected

  • Delisting (new) — Company warns it may not maintain Nasdaq Capital Market listing despite transfer approval.
NASDAQ: PFSA Profusa, Inc. 8-K

Profusa transfers to Nasdaq Capital Market amid ongoing delisting risk

Filed May 15, 2026 · Period ending May 13, 2026 · ~1 min read

3 key changes 3 high relevance 1 red flag 2 sections

Key Changes

  • high

    Profusa's stock moved to Nasdaq Capital Market on May 15 after meeting a May 11 transfer deadline set by a Nasdaq Hearings Panel. The transfer follows the company's failure to meet multiple listing standards on the main Nasdaq market.

  • high

    Company received exception to continue listing but must meet interim milestones for Bid Price Rule and Equity Rule compliance. Profusa is not in compliance with market value of listed securities requirements.

  • high

    Management explicitly warns there is no assurance the company will maintain compliance or remain listed on Nasdaq Capital Market, indicating significant ongoing delisting risk.

Summary

Profusa completed its transfer from Nasdaq's main market to the Nasdaq Capital Market on May 15, following a Hearings Panel decision that granted the company an exception to continue trading. The move comes after Profusa failed to meet multiple listing standards, including bid price requirements and equity thresholds.

While the transfer keeps the stock publicly traded for now, it represents a downgrade to a market tier with lower listing requirements. The company's explicit warning that it cannot guarantee continued compliance is particularly concerning for retail investors. Profusa must now meet interim milestones set by the Panel while working toward full compliance with Capital Market standards.

Failure to do so could result in delisting, which would severely impact liquidity and potentially force investors to trade shares on over-the-counter markets. Investors should monitor upcoming quarterly filings for updates on the company's progress toward meeting the Panel's conditions, particularly any disclosures about bid price levels and stockholders' equity. Watch for any additional Nasdaq correspondence or further extensions, which would signal continued compliance struggles.

Section-by-Section Diff

Event · Item 8.01 — Other Events

~700 words

Item 8.01 — Other Events filed; see Key Changes for terms.

2 Added
Added Nasdaq Capital Market transfer high

Added in current filing · verify on EDGAR →

On May 13, 2026, Profusa, Inc. (the “Company”) received a letter (the “Transfer Confirmation Letter”) from the Hearings Advisor of The Nasdaq Stock Market LLC (“Nasdaq”) confirming that the Company has complied with the May 11, 2026 deadline to file an application to transfer to The Nasdaq Capital Market as required by the May 6, 2026 decision of the Nasdaq Hearings Panel (the “Panel”). Pursuant to the Transfer Confirmation Letter, the Company will be transferred to The Nasdaq Capital Market effective at the open of market on May 15, 2026.

Profusa received confirmation from Nasdaq that it met the May 11, 2026 deadline to apply for transfer to the Nasdaq Capital Market. The transfer became effective at market open on May 15, 2026. This transfer was required by a Nasdaq Hearings Panel decision from May 6, 2026.

Added Ongoing compliance uncertainty high

Added in current filing · verify on EDGAR →

The Company continues to evaluate the conditions set forth in the Decision Letter and intends to take the actions necessary to evidence compliance with all applicable listing criteria within the time periods specified by the Panel. There can be no assurance that the Company will be able to do so, or that the Company’s common stock will remain listed on The Nasdaq Capital Market.

Profusa is still evaluating how to meet the Panel's conditions and plans to take necessary actions within specified timeframes. However, the company explicitly warns there is no guarantee it will achieve compliance or maintain its Nasdaq Capital Market listing. This represents significant ongoing delisting risk for investors.

Event · Item 9.01 — Financial Statements and Exhibits

~99 words

Profusa filed an 8-K attaching a press release (Exhibit 99.1); no material business event disclosed in the filing body.

1 Added
Added Press release attachment medium

Added in current filing · verify on EDGAR →

Exhibit | Description | 99.1 | Press Release

The 8-K references an attached press release (Exhibit 99.1) but does not disclose its content in the filing body. Without access to the exhibit, the nature and materiality of the announcement cannot be determined from this filing alone.

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Figures/quotes linked to EDGAR · Narrative written by AI · May 28, 2026 · How we verify