News & Events

is incorporated herein by reference. The information furnished under Items 2.02 and 7.01, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

is incorporated herein by reference. The information furnished under Items 2.02 and 7.01, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Directors; Compensatory Arrangements of Certain Officers. The information disclosed under

Unregistered Sales of Equity Securities. To the extent required by

Entry Into a Material Definitive Agreement. On February 3, 2026, PAVmed Inc. (the “ Company ”) entered into subscription agreements (the “ Subscription Agreements ”) with certain accredited investors (the “ Investors ”) and, pursuant to and concurrently with the execution of the Subscription Agreements, sold to the Investors, for an aggregate purchase price of $30 million, (i) 30,000 shares of the Company’s newly designated Series D Convertible Preferred Stock, par value $0.001 per share (the…

Material Modification to Rights of Security Holders. To the extent required by

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. To the extent required by

Termination of a Material Definitive Agreement. To the extent required by

Material Modification to Rights of Security Holders. To the extent required by

is incorporated herein by reference. The information furnished under Items 2.02 and 7.01, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

is incorporated herein by reference. The information furnished under Items 2.02 and 7.01, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

Other Events. On September 11, 2025, Lucid Diagnostics Inc. (the “ Lucid Diagnostics ”), a subsidiary of PAVmed Inc. (the “ Company ”), closed on the sale of 28,750,000 shares (the “ Shares ”) of Lucid Diagnostics’ common stock, at a price of $1.00 per share, in its previously announced underwritten offering to the public (the “ Offering ”). The Shares include 3,750,000 shares of Lucid Diagnostics’ common stock subject to the underwriters’ option, which was exercised in full at the closing. T…

is incorporated herein by reference. The information furnished under Items 2.02 and 7.01, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

Entry Into a Material Definitive Agreement. On June 23, 2025, Veris Health Inc. (“ Veris ”), a majority owned subsidiary of PAVmed Inc. (the “ Company ”), entered into subscription agreements (each, a “ Veris Subscription Agreement ”) with certain accredited investors (collectively, the “ Investors ”), pursuant to which Veris agreed to sell and the Investors agreed to purchase (the “ Offering ”) 1,785,714 shares of common stock, par value $0.001 per share, of Veris (“ Veris Common Stock ”) an…

is incorporated herein by reference. The information furnished under Items 2.02 and 7.01, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

Changes in Registrant’s Certifying Accountant. On November 1, 2024, CBIZ CPAs P.C. (“ CBIZ CPAs ”) acquired the attest business of Marcum LLP (“ Marcum ”). Accordingly, on April 23, 2025, solely as a result of the acquisition, Marcum resigned as the independent registered public accounting firm of PAVmed Inc. (the “ Company ”) and, with the approval of the audit committee of the Company’s board of directors, CBIZ CPAs was engaged as the Company’s independent registered public accounting firm…

Entry Into a Material Definitive Agreement. On April 17, 2025, PAVmed Inc. (the “ Company ”) entered into a Sales Agreement (the “ Agreement ”) with Maxim Group LLC, as sales agent (the “ Agent ”), pursuant to which the Company may offer and sell, from time to time through or to the Agent (the “ Offering ”), shares of its common stock (the “ Shares ”). Under the Agreement, the Agent may sell Shares by any method permitted by law and deemed to be an “at the market offering” as defined in Rule…

Other Events. On April 11, 2025, Lucid Diagnostics Inc. (the “ Lucid Diagnostics ”), a subsidiary of PAVmed Inc. (the “ Company ”), closed on the sale of 14,375,000 shares (the “ Shares ”) of its common stock, at a price of $1.20 per share, in its previously announced underwritten offering to the public (the “ Offering ”). The Shares include 1,875,000 shares of Lucid Diagnostics’ common stock subject to the underwriters’ option, which was exercised in full at the closing. The net proceeds fro…

is incorporated herein by reference. The information furnished under Items 2.02 and 7.01, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

Other Events. On March 5, 2025, Lucid Diagnostics Inc. (the “ Lucid Diagnostics ”), a subsidiary of PAVmed Inc. (the “ Company ”), closed on the sale of 13,939,331 shares of its common stock, pursuant to its previously announced offering of shares of common stock at a price of $1.10 per share (the “ Offering ”) . The Offering was made pursuant to Lucid Diagnostics’ shelf registration statement on Form S-3 (Registration No. 333-268560) and a prospectus supplement relating to the Offering dated…

Unregistered Sales of Equity Securities. On February 18, 2025, PAVmed Inc. (the “ Company ”) and its majority-owned subsidiary, Veris Health Inc. (“ Veris ”), entered into subscription agreements (each, a “ Subscription Agreement ”) with certain accredited investors (collectively, the “ Investors ”), pursuant to which the Company agreed to sell and the Investors agreed to purchase (the “ Offering ”) 2,574,350 shares of the Company’s common stock and pre-funded warrants to purchase 756,734 sha…

Material Modification to Rights of Security Holders. The information set forth and incorporated by reference under

Unregistered Sales of Equity Securities. On January 17, 2025, PAVmed Inc. (the “ Company ”) consummated the exchange of $22,347,543 in principal amount of its outstanding Senior Secured Convertible Notes issued pursuant to that certain Securities Purchase Agreement dated as of March 31, 2022 (the “ Convertible Notes ”), and interest thereon, for 22,347 shares of its Series C Convertible Preferred Stock, par value $0.001 per share (the “ Series C Preferred Stock ”). The outstanding principal b…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. The information set forth and incorporated by reference under