8-K
Picard Medical, Inc. (PMI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 25, 2026
Picard Medical, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-42801 | 86-3212894 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission<br><br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 1992 E SilverlakeTucson AZ, 85713 | ||
| --- | ||
| (Address of principal executive offices, including zip code) |
Registrant’s telephone number, including area code:
(520) 545-1234
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.0001 per share | PMI | The NYSE American, LLC |
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 2.02. | Results of Operations and Financial Condition. |
|---|
On March 25, 2026, Picard Medical, Inc. (the “Company”) issued a press release announcing the Company’s financial and operating results for the fiscal year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 and incorporated by reference herein.
The information in this report and the exhibits attached hereto shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits
The following exhibits are being furnished herewith:
| Exhibit No. | Description |
|---|---|
| 99.1 | Picard Medical, Inc. Press Release dated March 25, 2026 |
| 104 | Cover Page Interactive<br> Data File (embedded within the Inline XBRL document) |
1
SIGNATURE
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.
| Picard Medical, Inc. | ||
|---|---|---|
| By: | /s/ Patrick NJ Schnegelsberg | |
| Name: | Patrick NJ Schnegelsberg | |
| Title: | Chief Executive Officer |
Dated: March 25, 2026
2
Exhibit99.1
PicardMedical Reports Full Year 2025 Financial Results
– Revenue Growth and Continued Adoption of SynCardia Total Artificial Heart –
TUCSON,Ariz., March 25, 2026 — Picard Medical, Inc. (NYSE American: PMI) (the “Company”), parent company of SynCardia Systems LLC, maker of the world’s first total artificial heart approved by both the U.S. FDA and Health Canada, today reported financial results for the year ended December 31, 2025. The year reflected a transformational period for the Company highlighted by revenue growth, improved operating performance, and a strengthened balance sheet following the successful completion of the Company public listing and related capital raises.
KeyFinancial Highlights
| ● | Revenue<br> of $4.9 million, an increase of 12.5 percent compared to 2024 |
|---|---|
| ● | Product<br> revenue of $4.7 million representing 96 percent of total revenue |
| --- | --- |
| ● | Gross<br> margin was (4.1 percent) compared to (2.6 percent) in 2024 |
| --- | --- |
| ● | Operating<br> loss was $(13.3) million compared to $(13.7) million in 2024 |
| --- | --- |
| ● | Net<br> loss was $(27.0) million compared to $(21.1) million in 2024 |
| --- | --- |
| ● | Cash,<br> cash equivalents and restricted cash of $11.5 million at year end compared to $0.1 million<br> (December 31, 2024) |
| --- | --- |
| ● | $17.4<br> million net proceeds raised from equity financings and $9.7 million net proceeds from debt<br> financing during 2025 |
| --- | --- |
| ● | Conversion<br> of convertible debt and elimination of derivative liabilities |
| --- | --- |
ManagementCommentary
“2025 was a transformational year for Picard Medical, marked by our public listing, balance sheet restructuring, and revenue growth,” said Patrick NJ Schnegelsberg, Chief Executive Officer of Picard Medical. “We strengthened our financial position while continuing to expand adoption of the SynCardia Total Artificial Heart. We will provide additional operational updates during our business update call on Wednesday, March 25, 2026, at 4:30 p.m. EDT.”
To register for the live webcast of the call, go to: https://lifescievents.com/event/gjpq036k/
An online replay will be available shortly after the call on the Company’s website, picardmedical.com, and continue to be available for 60 days.
FinancialResults
Revenue
Total revenue for 2025 was $4.94 million, compared to $4.39 million in 2024, representing an increase of 12.5 percent. Product revenue was $4.75 million, while rental revenue was $0.19 million. Product revenue was driven by continued adoption of the SynCardia Total Artificial Heart across leading transplant centers. The SynCardia Total Artificial Heart remains the most widely used and clinically established total artificial heart system globally, with more than 2,100 implants performed to date.
GrossProfit (Loss)
Gross loss was $(0.2) million, compared to $(0.1) million in 2024. Gross margin was (4.1 percent) compared to (2.6 percent) in the prior year.
OperatingExpenses
Operating expenses were $13.1 million, compared to $13.6 million in 2024. Research and development expenses were $3.0 million, and selling, general and administrative expenses were $10.0 million.
OperatingProfit (Loss)
Operating loss was $(13.3) million, compared to $(13.7) million in 2024.
NetLoss
Net loss was $(27.0) million, compared to $(21.1) million in 2024.
Liquidityand Capital Resources
Cash, cash equivalents and restricted cash totaled $11.5 million as of December 31, 2025, compared to $0.1 million as of December 31, 2024.
Net cash used in operating activities was $(15.7) million, while net cash provided by financing activities was $27.1 million.
2
Outlook
The Company expects to continue investing in commercialization, manufacturing scale, and product development. Additional capital will be required to support operations and execute the Company’s business plan.
AboutPicard Medical and SynCardia
Picard Medical, Inc. is the parent company of SynCardia Systems, LLC (“SynCardia”), the Tucson, Arizona-based leader with the only commercially available total artificial heart technology for patients with end-stage heart failure. SynCardia develops, manufactures, and commercializes the SynCardia Total Artificial Heart (“STAH”), an implantable system that assumes the full functions of a failing or failed human heart. It is the first artificial heart approved by both the FDA and Health Canada, and it remains the only commercially available artificial heart in the United States and Canada. With more than 2,100 implants performed at hospitals across 27 countries, the SynCardia Total Artificial Heart is the most widely used and extensively studied artificial heart in the world.
For additional information about Picard Medical, please visit www.picardmedical.com or review the Company’s filings with the U.S. Securities and Exchange Commission at www.sec.gov.
Forward-LookingStatements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based on management’s current expectations, assumptions and beliefs. Forward-looking statements can often be identified by words such as “expect,” “will,” “continue,” and “plan,” and similar expressions, and variations or negatives of these words. These statements include, but are not limited to, statements regarding the Company’s financial condition, future operating results, expectations for growth, capital requirements, and the Company’s outlook and plan for future investing. They are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements and are encourage to review the Company’s most recent Annual Report on Form 10-K and other filings with the SEC for a more complete discussion of the risks and other factors that could affect any forward-looking statements. The statements made herein speak only as of the date of this release and except as required by law, the Company does not undertake any obligation to publicly update or revise any forward-looking statements.
3
Contact:
Investors
Eric Ribner
Managing Director
LifeSci Advisors LLC
eric@lifesciadvisors.com
Picard Medical, Inc./SynCardia Systems, LLC
IR@picardmedical.com
General/Media
Brittany Lanza
blanza@syncardia.com
4