Profusa, Inc. (PFSA): Nasdaq/NYSE listing notice — Profusa faces Nasdaq delisting for MVPHS failure; amends debt and warrant terms

the Note was amended to provide for the following terms: (i) the outstanding principal amount of the Note is $1,869,796; (ii) the Note is non-interest bearing; (iii) the maturity date is December 31, 2026; and (iv) the Holder has the option to convert all or any portion of the outstanding principal balance of the Note into shares of the Company’s common stock

Item 3.03. Material Modifications to Rights of Security Holders. On April 29, 2026, the Company and Ascent Partners Fund LLC (the “ Holder ”) entered into an amendment (the “ Amendment ”) to that certain Warrant to Purchase Shares of Common Stock of the Company, dated as of April 20, 2026 (the “ Warrant ”). The Warrant was issued in connection with a Securities Purchase Agreement, dated as of February 11, 2025, between the Company and the Holder. The Warrant entitles the Holder to purchase up to 3,333,333 shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), at an exercise price of $0.50 per share, subject to adjustment, exercisable until April 20, 2031. The Warrant is subject to the terms and conditions set forth therein, including provisions relating to exercise procedures, adjustments upon certain corporate events, and notices. Pursuant to the Amendment, Section 4 (Treatment of Consideration in Fundamental Transactions) of the Warrant was deleted

April 28, 2026, the Company received written notification from the Nasdaq Listing Qualifications Department (the “ Staff ”) of The Nasdaq Stock Market LLC (“ Nasdaq ”) that the Company had not regained compliance with Na