secwatch / observer

Aclarion, Inc. — fact timeline

Source-grounded facts extracted from Aclarion, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

ACON Aclarion, Inc. JSON
Shareholder Votes

Aclarion, Inc. shareholders approved Approval of an amendment to our 2022 equity incentive plan at the 2026-06-04 meeting.

“Proposal 3 – Approval of an amendment to our 2022 equity incentive plan Votes For Votes Against Abstain Broker Non-Votes 453,431 323,512 1,302 841,751 Proposal 3 was approved.”
Shareholder Votes

Aclarion, Inc. shareholders approved Ratification of appointment of independent registered accounting firm – Haynie & Company at the 2026-06-04 meeting.

“Proposal 2 – Ratification of appointment of independent registered accounting firm – Haynie & Company Votes For Votes Against Abstain Broker Non-Votes 1,588,388 20,623 10,985 N/A Proposal 2 was approved.”
Shareholder Votes

Aclarion, Inc. shareholders approved Election of seven directors to serve a term ending at the 2027 annual meeting at the 2026-06-04 meeting.

“Proposal 1 – Election of seven directors to serve a term ending at the 2027 annual meeting, in each case until their respective successors are duly elected and qualified. Nominee Votes For Withheld Broker Non-Votes Jeffrey Thramann 532,591 245,654 841,750 Brent Ness 528,080 250,165 841,750 Stephen Deitsch 532,578 245,668 841,750 Scott Breidbart 525,005 253,240 841,750 David Neal 468,385 309,861 841,750 William Wesemann 528,981 249,265 841,750 Amanda Williams 533,055 245,190 841,750 All seven director nominees were duly elected.”
Equity Issuances

Aclarion, Inc. issued common stock.

“On March 19, 2026, the board of directors (the “ Board ”) of Aclarion, Inc., a Delaware corporation (the “ Company ”), adopted a stockholder rights agreement and declared (i) a dividend of one right (a “ Right ”) for each outstanding share of Company common stock”
Governance Changes

Aclarion, Inc.: Filed Certificate of Designation for Series D Junior Participating Preferred Stock in connection with adoption of a stockholder rights agreement (effective 2026-03-19).

“On the Effective Date, in connection with the adoption of the Rights Agreement described in Item 3.03 of this Current Report, the Board approved a Certificate of Designation of Series D Junior Participating Preferred Stock (the “ Certificate of Designation ”), which designates the rights, preferences and privileges of 10,000 shares of a series of the Company’s preferred stock, par value $0.00001 per share, designated as Series D Junior Participating Preferred Stock.”
Material Agreements

Aclarion, Inc. entered into Securities Purchase Agreement with the purchasers named therein valued at 200,000 shares of common stock at $5.18 per share and pre-funded warrants to purchase up to 1,800,00 (effective 2026-01-08).

“On January 8, 2026, Aclarion, Inc. (the “ Company ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with the purchasers named therein. Pursuant to the terms of the Purchase Agreement, the Company agreed to sell, in a registered direct offering (the “ Offering ”), an aggregate of (i) 200,000 shares (the “ Shares ”) of its common stock, par value $0.00001 per share (“ Common Stock ”), at a price per share of $5.18 (or pre-funded warrant in lieu thereof); and (ii) pre-funded warrants (the “ Pre-funded Warrants ”) to purchase up to 1,800,000 shares of Common Stock.”

John Lorbiecki retired as Chief Financial Officer at Aclarion, Inc..

“On June 16, 2025, John Lorbiecki notified Aclarion, Inc. of his intention to retire from his position as the Company’s Chief Financial Officer.”
Governance Changes

Aclarion, Inc.: Reverse stock split at 1-for-27 ratio via Certificate of Amendment to Amended and Restated Certificate of Incorporation (effective 2025-03-27).

“On March 26, 2025, Aclarion, Inc. (the “Company”) filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect a reverse stock split of the Company’s common stock at a ratio of one-for-twenty seven (27).”
Governance Changes

Aclarion, Inc.: Certificate of Amendment filed to effect a one-for-335 reverse stock split (effective 2025-01-29).

“On January 29, 2025, Aclarion, Inc. (the “Company”) filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect a reverse stock split of the Company’s common stock at a ratio of one-for-three hundred thirty five (335).”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“April 8, 2024, Aclarion, Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that the Company is not in compliance with the $1.00 Minimum Bid Price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market (the “Bid Price Requirement”). The Notice does not result in the immediate delisting of the Company’s common stock from The Nasdaq Capital Market. The Nasdaq Listing Rules require listed securities to maintain a minimum bid price of $1.00 per”
Material Agreements

Aclarion, Inc. entered into Warrant Agency Agreement with Vstock Transfer LLC (effective 2024-02-27).

“on February 27, 2024, the Company also entered into a Warrant Agency Agreement (the “Warrant Agency Agreement”) with Vstock Transfer LLC”
Material Agreements

Aclarion, Inc. entered into Securities Purchase Agreement with certain investors named therein (effective 2024-02-26).

“On February 26, 2024, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors named therein (the “Investors”)”
Material Agreements

Aclarion, Inc. entered into Placement Agent Agreement with Maxim Group LLC valued at gross proceeds of approximately $3.0 million (effective 2024-02-26).

“On February 26, 2024, Aclarion, Inc. (“Aclarion” or the “Company”) entered into a placement agency agreement (the “Placement Agent Agreement”) with Maxim Group LLC (“Maxim” or the “Placement Agent”)”
Material Agreements

Aclarion, Inc. entered into Exchange Agreement with accredited investors valued at aggregate of approximately $1,185,226 of principal and accrued interest (effective 2024-01-26).

“From January 23 to January 26, 2024, the Company entered into additional exchange agreements with the accredited investors. The Company has issued (pursuant to all of the exchange agreements) an aggregate 500,000 shares of common stock to exchange an aggregate of approximately $1,185,226 of principal and accrued interest on the notes.”
Material Agreements

Aclarion, Inc. entered into Exchange Agreement with accredited investors valued at $157,365.60 (effective 2024-01-22).

“On January 22, 2024, the Company entered into an exchange agreement (the “Exchange Agreement”) with the accredited investors to exchange $157,365.60 of principal and accrued interest on the notes for 56,000 shares of common stock at an exchange price of $2.8101 per common share.”
Governance Changes

Aclarion, Inc.: Amended certificate of incorporation to effect a 1-for-16 reverse stock split (effective 2024-01-03).

“On January 3, 2024, Aclarion, Inc. (the “Company”) filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect a reverse stock split of the Company’s common stock at a ratio of one-for-sixteen.”
Shareholder Votes

Aclarion, Inc. shareholders approved Approval of the issuance of shares pursuant to the Company’s equity line at the 2023-12-18 meeting.

“Proposal 3 – Approval of the issuance of shares pursuant to the Company’s equity line Votes For Votes Against Abstain Broker Non-Votes 3,552,160 40,372 708 1,626,893 Proposal 3 was approved.”
Shareholder Votes

Aclarion, Inc. shareholders approved Ratification of appointment of independent registered accounting firm – Haynie & Company at the 2023-12-18 meeting.

“Proposal 2 - Ratification of appointment of independent registered accounting firm – Haynie & Company Votes For Votes Against Abstain Broker Non-Votes 5,055,198 150,382 14,553 0 Proposal 2 was approved.”
Shareholder Votes

Aclarion, Inc. shareholders approved Election of seven directors to serve a term ending at the 2024 annual meeting at the 2023-12-18 meeting.

“On December 18, 2023, the Company held its 2023 Annual Meeting of Stockholders. The matters voted upon at the Annual Meeting and the results of such voting are set forth below. Proposal 1 - Election of seven directors to serve a term ending at the 2024 annual meeting, in each case until their respective successors are duly elected and qualified. Nominee Votes For Withheld Broker Non-Votes Jeffrey Thramann 3,555,110 38,130 1,626,893 Brent Ness 3,573,293 19,947 1,626,893 Stephen Deitsch 3,570,811 22,429 1,626,893 Scott Breidbart 3,568,746 24,494 1,626,893 David Neal 3,554,891 38,349 1,626,893 William Wesemann 3,545,804 47,436 1,626,893 Amanda William 3,455,969 137,271 1,626,893 All seven director nominees were duly elected.”
Material Agreements

Aclarion, Inc. entered into registration rights agreement with inferred from context (the investors) (effective 2023-11-21).

“Pursuant to a registration rights agreement, the Company has agreed to file, not later than the 30th day following the closing, with the Securities and Exchange Commission a registration statement (the “Registration Statement”) relating to the resale by the investors of (i) all of the commitment shares, and (ii) all of the shares of Common Stock issuable upon the exercise of the warrants.”
Material Agreements

Aclarion, Inc. entered into securities purchase agreement with accredited investors valued at $250,000 (effective 2023-11-21).

“On November 21, 2023, Aclarion, Inc. (the “Company”, “we” and “us”) entered into a securities purchase agreement with accredited investors for an unsecured non-convertible note financing. The Company has received $250,000 of gross proceeds in connection with the closing of this financing.”
Material Agreements

Aclarion, Inc. entered into Common Stock Purchase Agreement with White Lion Capital, LLC valued at up to $10,000,000 in aggregate gross purchase price (effective 2023-10-09).

“On October 9, 2023, Aclarion, Inc. (the “Company”) entered into a common stock purchase agreement (the “Common Stock Purchase Agreement”) and a related registration rights agreement (the “White Lion RRA”) with White Lion Capital, LLC, a Nevada limited liability company (“White Lion”). Pursuant to the Common Stock Purchase Agreement, the Company has the right, but not the obligation to require White Lion to purchase, from time to time, up to $10,000,000 in aggregate gross purchase price of newly issued shares of the Company’s common stock, par value $0.00001 per share (the “Common Stock”), subject to certain limitations and conditions set forth in the Common Stock Purchase Agreement.”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq delisting notice notice regarding stockholders equity (rules 5550(b)(1), 5550(a)(2)).

“August 31, 2023, the Nasdaq staff notified the Company that it had not met the terms of the Extension Notice. Accordingly, the Nasdaq staff had determined to delist the Company’s common stock from Nasdaq, unless the Company timely requests an appeal of the staff’s determination to a hearings panel (the “Panel”), pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. The Company has requested a hearing before the Panel to appeal the delisting notice from the staff. While the appeal process is pending, the suspension of trading of the Company’s common stock will be stayed.”
Material Agreements

Aclarion, Inc. entered into securities purchase agreement with accredited investors valued at $1,250,000 (effective 2023-05-16).

“on May 16, 2023, Aclarion, Inc. (the "Company", "we" and "us") entered into a securities purchase agreement with accredited investors for an unsecured non-convertible note financing. At that time, the Company received $1,250,000 of gross proceeds in connection with the first tranche closing of this financing.”
Auditor Changes

Aclarion, Inc. engaged Haynie & Company as its auditor.

“On August 29, 2023, upon the approval of the Audit Committee, the Company engaged Haynie & Company as the Company’s new independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023 and interim periods.”
Auditor Changes

CohnReznick LLP resigned as auditor of Aclarion, Inc..

“of its decision to resign as the independent registered public accounting firm of the Company effective upon the filing of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023. Upon the filing of the Form 10-Q on August 25, 2023, CohnReznick resigned.”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq compliance regained notice regarding late filing (rules 5250(c)(1), 12B-25).

“received a notice from Nasdaq notifying the Company that because the Company remained delinquent in filing its Form 10-Q, the Company no longer complied with Nasdaq Listing Rule 5250(c)(1), which requires companies with securities listed on Nasdaq to timely file all required periodic reports with the SEC. The Company filed the Form 10-Q on August 25, 2023. On August 28, 2023, Nasdaq confirmed that the Company had regained compliance with Rule 5250(c)(1) and that this matter is now closed.”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq noncompliance notice notice regarding late filing (rules 5250(c)(1)).

“August 23, 2023, the Company received a notice from Nasdaq notifying the Company that because the Company remains delinquent in filing its Form 10-Q, the Company no longer complies with Nasdaq Listing Rule 5250(c)(1), which requires companies with securities listed on Nasdaq to timely file all required periodic reports with the SEC. The notice received from Nasdaq has no immediate effect on the listing or trading of the Company’s securities on Nasdaq. However, if the Company would fail to timely regain compliance with Rule 5250(c)(1), the Company’s securities would be subject to delisting from”
Material Agreements

Aclarion, Inc. amended Securities Purchase Agreement and Notes with Note holders valued at Waiver of monthly interest payments on first tranche notes and second tranche notes (if issued in th (effective 2023-08-14).

“On August 14, 2023, the Company and the note holders agreed to waive monthly interest payments on the first tranche notes and the second tranche notes (if issued in the future).”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“August 4, 2023, Aclarion, Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that the Company is not in compliance with the $1.00 Minimum Bid Price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market (the “Bid Price Requirement”). The Notice does not result in the immediate delisting of the Company’s common stock from The Nasdaq Capital Market. The Nasdaq Listing Rules require listed securities to maintain a minimum bid price of $1.00 per”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq compliance regained notice regarding late filing (rules 5250(c)(1)).

“July 5, 2023, the Company received a letter from Nasdaq indicating that the Company was now in compliance with Nasdaq Listing Rule 5250(c)(1). Nasdaq’s letter indicated that this matter is now closed. 2 SIGNATURES 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. ACLARION, INC. July 7, 2023 By: /s/ John Lorbiecki Name: John Lorbiecki Title: Chief Financial Officer 3”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq compliance regained notice regarding minimum bid price (rules 5550(a)(2)).

“June 15, 2023, the Nasdaq staff (the “Staff”) notified the Company that the Company had regained compliance with the Minimum Bid Price Requirement based on the closing bid price of the Company’s common stock having been at $1.00 per share or greater for the 10 consecutive business days from June 1, 2023 to June 14, 2023. The Staff’s notification indicated that this matter is now closed. 2 SIGNATURES 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. ACLARION, INC”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).

“May 23, 2023, the Company received a notice from Nasdaq notifying the Company that because the Company remains delinquent in filing its Form 10-Q, the Company no longer complies with Nasdaq Listing Rule 5250(c)(1), which requires companies with securities listed on Nasdaq to timely file all required periodic reports with the SEC. The notice received from Nasdaq has no immediate effect on the listing or trading of the Company’s securities on Nasdaq. However, if the Company would fail to timely regain compliance with Rule 5250(c)(1), the Company’s securities would be subject to delisting from Na”
Material Agreements

Aclarion, Inc. entered into Securities Purchase Agreement with accredited investors valued at $2.0 million unsecured non-convertible note financing; first tranche gross proceeds $1,250,000; seco (effective 2023-05-16).

“On May 16, 2023, Aclarion, Inc. (the “Company”, “we” and “us”) entered into a securities purchase agreement with accredited investors for an unsecured non-convertible note financing.”
Auditor Changes

Aclarion, Inc. reported that prior financial statements should not be relied upon.

“On May 15, 2023, the Audit Committee, of Aclarion, Inc. (the “Company”), after consultation with the Company’s management and CohnReznick LLP (“CohnReznick”), concluded that the Company’s previously issued audited financial statements for the year ended December 31, 2022 (the “Non-Reliance Period”), included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on February 27, 2023, should no longer be relied upon and should be restated”
Auditor Changes

Aclarion, Inc. engaged CohnReznick as its auditor.

“On May 15, 2023, upon the approval of the Audit Committee, the Company engaged CohnReznick as the Company’s new independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023 and interim periods.”
Auditor Changes

Daszkal resigned as auditor of Aclarion, Inc..

“On May 11, 2023, Daszkal affirmed to the Company that it had resigned as the Company’s independent registered accounting firm.”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq extension granted notice regarding stockholders equity (rules 5550(b)(1)).

“April 20, 2023, the Company received a letter (the “Extension Notice”) from Nasdaq notifying the Company that it has been granted an additional 180-day period, or until August 30, 2023, to regain compliance with Nasdaq Listing Rule 5550(b)(1). Pursuant to the Extension Notice, the Company must demonstrate compliance with Nasdaq Listing Rule 5550(b)(1) on or before August 30, 2023, including by furnishing to the Securities and Exchange Commission (“SEC”) and Nasdaq certain information and representations on a Current Report on Form 8-K. If after submitting this information to the SEC and Nasdaq”
Shareholder Votes

Aclarion, Inc. shareholders approved To grant the board of directors discretionary authority regarding a proposed reverse stock split. at the 2023-03-24 meeting.

“Stockholders approved the reverse stock split proposal presented for a vote.”
Auditor Changes

Daszkal Bolton, LLP resigned as auditor of Aclarion, Inc..

“On March 8, 2023, Aclarion, Inc. (“Aclarion” or the “Company”) was notified that Daszkal Bolton, LLP (“Daszkal”), Company’s independent registered public accounting firm, completed a business combination agreement with CohnReznick LLP (“CohnReznick”). As a result of this transaction, Daszkal is resigning its engagement with the Company immediately.”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“March 3, 2023, Aclarion, Inc. (the “Company”) received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that it is not in compliance with Nasdaq Listing Rule 5550(b)(1), which requires companies listed on The Nasdaq Stock Market to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing. In its annual report on Form 10-K for the period ended December 31, 2023, the Company reported stockholders’ equity of $1,787,751, and, as a result, does not currently satisfy Listing Rule 5550(b)(1). Nasdaq’s letter has no immediate impact on the listing of the Company’s”
Governance Changes

Aclarion, Inc.: Filed Certificate of Designation to create Series A Preferred Stock with special voting rights on reverse stock split proposals (effective 2023-02-16).

“On February 16, 2023, the Company filed a Certificate of Designation of the Series A Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware to create a new class of Series A Preferred Stock, par value $0.00001 per share.”
Listing & Compliance Notices

Aclarion, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“December 20, 2022, Aclarion, Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that the Company is not in compliance with the $1.00 Minimum Bid Price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market (the “Bid Price Requirement”). The Notice does not result in the immediate delisting of the Company’s common stock from The Nasdaq Capital Market. The Nasdaq Listing Rules require listed securities to maintain a minimum bid price of $1.00”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.