8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT

REPORT

Pursuant to Section 13 OR 15(d) of The SecuritiesExchange Act of 1934

Date of Report (Date of earliest event reported): August 29, 2025

PROFUSA, INC.

(Exact name of registrant as specified in its charter)

626 Bancroft Way, Suite A

Berkeley, CA 94710

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (

925) 997-6925

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote ofSecurity Holders.

A Special Meeting of Stockholders (the “Meeting”) of Profusa Inc. (the “Company”) was held virtually on August 29, 2025, at www.cleartrustonline.comlpfsa, pursuant to notice duly given. Definitive proxy materials relating to the Meeting were filed with the Securities and Exchange Commission on August 18, 2025, and were transmitted to all stockholders that held of record as of July 30, 2025 (the “Record Date”). As of the close of business on the Record Date there were 32,788,877 shares of the Company’s Common Stock outstanding, each share being entitled to one vote. At the Meeting, the holders of 17,334,149 shares of the Company’s Common Stock were represented in person or by proxy, constituting a quorum. The stockholders were asked to approve, for the purpose of complying with the applicable provisions of The Nasdaq Stock Market LLC Listing Rule 5635(d), the Equity Line of Credit (“ELOC”) transaction (which has previously been disclosed) pursuant to which the Company may, from time to time and at its discretion, issue and sell to Ascent Partners Fund LLC shares of the Company’s common stock for an aggregate purchase price of up to $100,000,000, subject to certain limitations and conditions. The stockholders voted to approve the proposal at the Meeting. The vote was as follows:

No other action was taken at the meeting.

Item 9.01 Financial Statements and Exhibits.

(d) The following exhibits are being filed herewith:

1

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

2