NVAC SEC filings, in plain English
Everything NorthView Acquisition Corp has filed with the SEC that we hold — 40 filings, newest first, 12 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Profusa, Inc. filed an 8-K on August 31, 2026, reporting that Nasdaq notified the company on August 26, 2026, of a potential failure to satisfy the Publicly Held Shares Requirement following a 1-for-4 reverse stock split; however, Nasdaq subsequently determined as of August 21, 2026, that the company complies with this requirement and no further action is needed. Why it matters: For investors tracking the post-merger status of NorthView Acquisition Corp's target, this filing confirms that Profusa has resolved a specific listing compliance issue regarding public float, allowing its common stock to continue trading under the symbol 'PFSA' without immediate delisting risk.
What changed: The filing is a Definitive Proxy Statement (DEF 14A) for Profusa, Inc. regarding a Special Meeting of Stockholders scheduled for September 18, 2026. The document details two proposals: (1) A Reverse Stock Split Proposal to amend the Certificate of Incorporation to allow the Board to effect one or more reverse stock splits at a ratio of 1-for-2 to 1-for-12 over the next two years (prior to or on September 18, 2028), with an aggregate limit of 1-for-12; and (2) An Adjournment Proposal to authorize adjourning the meeting to solicit additional proxies if necessary. The filing discloses that Profusa has already effected three reverse stock splits in 2026: a 1-for-75 split on February 9, 2026; a 1-for-25 split on July 7, 2026; and a 1-for-4 split on August 17, 2026. The Company states it is seeking this new authority to regain compliance with Nasdaq’s Minimum Bid Price Requirement ($1.00 per share) and Publicly Held Shares Rule after inadvertently falling below the latter during the August split. As of the record date (August 19, 2026), there were 605,647 shares of common stock outstanding. Why it matters: This filing is critical for investors because it outlines the company's ongoing struggle to maintain its Nasdaq listing due to repeated non-compliance with bid price and public float requirements. The history of multiple aggressive reverse splits (totaling up to 1-for-600 combined) indicates severe distress and potential liquidity issues. The current proposal grants the Board broad discretion to further dilute share count via future splits without additional shareholder approval, which may depress the stock price or lead to odd-lot transaction costs for small holders. Furthermore, the filing confirms the company remains subject to delisting risks, which could impair its ability to raise capital through S-3 shelf eligibility or its Equity Line of Credit, threatening its operational viability.
combination deadlinenothing moved · 1 with no prior record of ours
- Combination deadline
- 2026-12-31not matched in this filing
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Profusa, Inc. filed an 8-K on August 21, 2026, reporting that on August 12, 2026, it entered into Amendment No. 5 to its Securities Purchase Agreement with Ascent Partners Fund LLC, which set a warrant exercise price of $1.07 per share and authorized the issuance of a new Senior Secured Convertible Promissory Note with a principal amount of $714,285.72 for a purchase price of $650,000.00. Additionally, on August 19, 2026, Profusa agreed to exchange Existing Notes totaling $6,137,958.66 (principal of $5,529,722.96 plus accrued interest) for Series A Non-Voting Convertible Preferred Stock at an effective conversion price of $4.28 per share of Common Stock. Why it matters: This filing details significant debt restructuring and capital raising activities involving a major investor, Ascent Partners, including the creation of secured obligations and equity conversions that alter the company's capital structure and potential dilution profile.
What changed: The filing reports that Profusa, Inc. issued a press release on August 20, 2026, announcing financial results for the quarter ended June 30, 2026, attached as Exhibit 99.1. Why it matters: As NorthView Acquisition Corp is closed, this filing contains no information regarding redemption deadlines, trust value, extensions, or deal progress relevant to SPAC investors.
What changed: Profusa, Inc., the surviving company of NorthView Acquisition Corporation's July 11, 2025 business combination, reported a working capital deficit of approximately $27.3 million at June 30, 2026, a net loss of $12.2 million for the six months against $5.1 million a year earlier, and $5.2 million of cash used in operating activities. Total assets were $1,042 thousand and total stockholders' deficit $(27,127) thousand. It reversed all but approximately $44 thousand of the excise tax liability assumed in the business combination. Why it matters: The listing record in this filing is the risk. Nasdaq found the company non-compliant with the minimum bid price, market value of listed securities and market value of publicly held shares requirements, moved to delist in March 2026, and the Hearings Panel granted continued listing only on conditions: transfer to the Nasdaq Capital Market, shareholder approval of a reverse split by June 23, 2026, and compliance with bid price and stockholders' equity by July 20, 2026, later extended to July 31, 2026. Substantial doubt about going concern remains.
combination deadline, going-concern doubtnothing moved · 2 with no prior record of ours
- Combination deadline
- 2026-12-31 · unchanged
- Going-concern doubt
- stated · unchanged
The clause …“promissory note to extend the maturity date from January 11, 2026 to December 31, 2026. On April 6, 2026, we amended the related party convertible promissory note to update the conversion price to $76.00 per share, as adjusted”…
The clause …“the relevant conditions and events surrounding its ability to continue as a going concern including among others: historical losses, projected future results, increased tariffs, cash requirements for the upcoming year, funding”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: The preliminary proxy statement filed under NorthView Acquisition Corp's file is that of Profusa, Inc., calling a special meeting for September 18, 2026 at 10:00 a.m. Eastern Time, held virtually, with a record date of August 19, 2026. Why it matters: The company has already done a 1-for-4 split and is asking for standing authority to do up to 1-for-12 more over two years at the board's discretion — an authorisation with a ceiling, not a scheduled split, and none of the further splits has been declared. A failure to vote has no effect on the outcome of the reverse split proposal, and an abstention counts against only the adjournment proposal.
What changed: 8-K of Profusa, Inc. (Nasdaq: PFSA), filed under NorthView Acquisition Corp's CIK, reporting a reverse stock split under Items 3.03 and 5.03. Stockholders approved an amendment at the annual meeting completed June 23, 2026 authorising a reverse split at a ratio in the range of 1-for-5 to 1-for-200 at the board's discretion within two years; the filing states the board authorised the CEO to fix the ratio and that the CEO approved a one-for-four (1:4) reverse stock split. The amendment was filed with the Delaware Secretary of State and the split becomes effective at 12:01 a.m. Why it matters: The share count drops by three quarters as of August 17, 2026, and outstanding options, RSUs, PSUs and warrants are proportionately adjusted with a proportional increase in option and warrant exercise prices. Note that the ratio the filing states the CEO approved (1:4) sits outside the 1-for-5 to 1-for-200 range the same filing states stockholders approved; both figures are quoted here as filed.
What changed: 8-K of Profusa, Inc. Item 1.01 (entry into a material definitive agreement): on July 31, 2026 the Company entered an Option Agreement giving it the right but not the obligation to acquire from the Sellers 100% of the equity of G3 Vision Labs Inc., which owns all or substantially all of Med Screen Laboratories, Dominion Diagnostics and Acutis Diagnostics. For executing the agreement the Company issued the Sellers 201,120 common shares and 52,903.566 shares of newly designated Series A Non-Voting Convertible Preferred, each convertible into 1,000 common shares subject to stockholder approval. Why it matters: Exercise is conditioned on, among other things, financings of at least $30 million in gross proceeds, refinancing or lender consent on G3 debt, and stockholder approval of a Preferred Stock Conversion Proposal and a Nasdaq Proposal. The option expires 90 days after the targets deliver specified audited and reviewed financials. Sellers keep the option consideration whether or not the option is exercised, and may force cash redemption of the preferred at fair market value if conversion approval is not obtained within 18 months of closing.
What changed: 8-K of Profusa, Inc. Item 5.02 (officers and directors): on July 20, 2026 the Board appointed director Jack Stover Executive Chairman and Chief Executive Officer effective July 21, with primary responsibility for closing the transaction described in Item 8.01. Former CEO and Chairman Ben Hwang became President and Director effective July 21, responsible for expense management, operations and near-term working capital through closing, then resigned from the board on July 26 while remaining President. Liviu Goldenberg was elected an independent director to fill the vacancy. Why it matters: Item 8.01 discloses that the transaction those appointments were made in anticipation of is a non-binding term sheet, signed July 27, 2026, with an unnamed privately held commercial-stage health diagnostics and toxicology testing company. The report states the term sheet does not obligate either party and lists due diligence, definitive agreements, exchange and regulatory approvals, contemplated debt conversions and the target's audited financials as conditions. A leadership change has been executed against a document that binds no one.
What changed: Profusa, Inc., the NorthView Acquisition Corp successor, effected a 1-for-25 reverse stock split. Stockholders had approved at the annual meeting completed June 23, 2026 an amendment permitting a split at any ratio between 1-for-5 and 1-for-200 at the board's discretion within two years, and the board delegated to the Chief Executive Officer the choice of final ratio and text. The Chief Executive Officer chose one-for-twenty-five; the amendment was filed in Delaware and the split took effect at 12:01 a.m. ET on July 7, 2026, with post-split Nasdaq trading that day. Why it matters: A range as wide as 1-for-5 to 1-for-200, exercisable at any time over two years and with the final ratio chosen by the Chief Executive Officer alone, is about as much discretion as stockholders can hand over on a capital structure decision. Landing on 1-for-25 tells a former NVAC holder roughly how far below $1.00 the shares were trading. The authority does not expire with this split, so further consolidations remain available within the approved range until June 2028.
What changed: At a special meeting held virtually on June 23, 2026, NorthView's successor company reported 4,660,268 shares outstanding as of the May 12, 2026 record date, with 1,816,505 shares represented. Lauren Chung was elected a Class I director by 631,502 for, 0 against, 132,479 withheld and 1,052,524 broker non-votes. Stockholders approved a charter amendment permitting one or more reverse stock splits at ratios between 1-for-5 and 1-for-200, aggregating no more than 1-for-200, at board discretion at any time up to June 23, 2028, by 1,338,997 for, 459,350 against and 18,158 abstentions. Why it matters: A board authorisation to reverse split by as much as 1-for-200 without any further shareholder vote, exercisable for two years to June 23, 2028, is an unusually wide grant and is normally sought to defend an exchange listing. Combined with only 4,660,268 shares outstanding, it signals a very low share price. Stockholders also approved issuing convertible preferred stock to Bio Insights LLC for the PanOmics Assay assets, a further dilution channel.
What changed: Profusa, Inc. (successor to SPAC NorthView Acquisition Corp) called its 2026 annual meeting for June 23, 2026 at 10:00 a.m. ET, virtual, record date May 12, 2026. Stockholders vote on a charter amendment letting the board effect one or more reverse stock splits at any time on or before June 23, 2028; a Nasdaq Rule 5635(d) proposal for issuance above 19.99% of outstanding common on conversion of a promissory note held by NorthView Sponsor I LLC, modified by an April 24, 2026 conversion agreement; a preferred stock issuance proposal; a convertible notes proposal; and an equity plan amendment. Why it matters: Four separate dilution authorizations sit on one ballot: sponsor note conversion above the 19.99% Nasdaq threshold, a preferred stock issuance, further convertible notes and an enlarged equity plan, backed by a two-year blank-check reverse split authority running to June 23, 2028. The April 24, 2026 modification converts sponsor debt into equity, meaning the SPAC sponsor moves ahead of public holders by turning a loan into stock at the moment the company needs capital. Legacy NorthView holders absorb every layer of that dilution.
combination deadlinenothing moved · 1 with no prior record of ours
- Combination deadline
- not previously extracted2026-12-31
The clause …“2026, 42 Table of Contents we amended the Note to extend the maturity date to December 31, 2026. In addition, on April 6, 2026, the Company amended the Note to update the conversion price to $0.76 per share and concurrently approved the”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
combination deadline, going-concern doubtnothing moved · 2 with no prior record of ours
- Combination deadline
- not previously extracted2026-12-31
- Going-concern doubt
- stated · unchanged
The clause …“principal balance of $1.9 million, extend the maturity date to December 31, 2026, and provide the holder with the option to convert the outstanding principal into shares of the Company’s common stock. Subsequently, on”…
The clause …“the relevant conditions and events surrounding its ability to continue as a going concern including among others: historical losses, projected future results, increased tariffs, cash requirements for the upcoming year, funding”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.