{"url_path":"/sec/nvacw/8-k/2026-05-18/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-18","source_url":"https://www.sec.gov/Archives/edgar/data/1859807/0001213900-26-058575-index.html","accession_number":"0001213900-26-058575","cik":"0001859807","ticker":"PFSA","issuer_name":"Profusa, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1859807/0001213900-26-058575-index.html","primary_entity_key":"0001859807","primary_entity_name":"Profusa, Inc."},"word_count":337,"has_tables":true,"body_markdown":"**Item 8.01. Other Events.**\n\n \n\nOn May 18, 2026, Profusa,\nInc. (the “Company”) submitted an Advance Notice to Ascent Partners Fund LLC (“Ascent”) requesting that Ascent\npurchase shares of the Company’s common stock under the equity line of credit arrangement between the Company and Ascent set forth\nin that certain Securities Purchase Agreement, dated as of July 28, 2025 and amended on December 22, 2025 (the “SPA”). For\nAdvance Notices issued during May 2026 with payment upon share delivery, the Company agreed (i) that the Purchaser shall allow an Advance\nNotice for up to 9.99% of the shares outstanding at the time of said Advance Notice (subject to a cap of $300,000 per Advance Notice),\n(ii) that the purchase price for the shares will be funded upon delivery of the shares to Ascent prior to the end of the pricing period,\nrather than upon Ascent’s subsequent exit or sale of such shares, with Ascent remitting within one trading day 97% of the lowest\nvolume-weighted average price (“VWAP”) of the common stock in the ten trading days prior to the Advance Notice date times\nthe number of shares requested, and (iii) to include a price adjustment mechanism (the “True-Up Mechanism”) such that if 97%\nof the lowest VWAP of the common stock during the period starting on the closing date and ending on the date when Ascent has entered into\ncommitted, binding trades to sell all of the purchased shares (the “Adjustment Period”) is lower than the closing price, then\nthe Company will issue additional shares to Ascent so that the aggregate number of shares received by Ascent equals the number of shares\nit would have received if the closing price had been equal to such adjusted price.\n\n \n\n1\n\n \n\n \n\n**SIGNATURE**\n\n \n\nPursuant\nto the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its\nbehalf by the undersigned hereunto duly authorized.\n\n \n\nMay 18, 2026\n**Profusa, Inc.**\n\n \n \n \n\n \nBy:\n*/s/ Ben Hwang*\n\n \nName: \nBen Hwang\n\n \nTitle:\nChief Executive Officer\n\n \n\n \n\n2"}