PAVmed Inc. Files 8-K with Corporate Updates

TL;DR

PAVM filed an 8-K on Jan 15, 2025, with corporate governance and financial updates.

AI Summary

On January 15, 2025, PAVmed Inc. filed an 8-K report detailing several key events. The company announced amendments to its Articles of Incorporation and Bylaws, submitted matters to a vote of security holders, and included financial statements and exhibits. This filing indicates ongoing corporate governance activities and financial reporting.

Why It Matters

This 8-K filing signals important corporate actions and governance updates for PAVmed Inc., which could impact investors and stakeholders.

Risk Assessment

Risk Level: low — This filing is primarily procedural, reporting on corporate governance and financial statements without announcing significant new risks or opportunities.

Key Players & Entities

• PAVmed Inc. (company) — Registrant
• January 15, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• 47-1214177 (identifier) — IRS Number

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, Par Value $0.01 Per Share PAVM The Nasdaq Stock Mar

Filing Documents

• form8-k.htm (8-K) — 63KB
• ex3-1.htm (EX-3.1) — 7KB
• 0001493152-25-002398.txt ( ) — 288KB
• pavm-20250115.xsd (EX-101.SCH) — 4KB
• pavm-20250115_def.xml (EX-101.DEF) — 26KB
• pavm-20250115_lab.xml (EX-101.LAB) — 36KB
• pavm-20250115_pre.xml (EX-101.PRE) — 25KB
• form8-k_htm.xml (XML) — 6KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 15, 2025 PAVMED INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-37685 47-1214177 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 360 Madison Avenue, 25 th Floor, New York, New York 10017 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (917) 813-1828 N/A (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 (see General Instruction A.2. below): 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 $0.01 Per Share PAVM The Nasdaq Stock Market LLC Series Z Warrants to Purchase Common Stock PAVMZ The Nasdaq Stock Market 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information disclosed under Item 5.07 is incorporated herein by reference. Item 5.07. Submission of Matters to a Vote of Security Holders. On January 15, 2025, PAVmed Inc. (the " Company ") held a special meeting of stockholders (the " 2025 Special Meeting "). Stockholders representing approximately 53.8% of the shares outstanding and entitled to vote were present in person or by proxy. At the 2025 Special Meeting, the stockholders approved all the matters considered. A description of the matters and a tally of the votes on each such matter are set forth below. 1. a. A proposal to approve, for the purposes of Listing Rule 5635 of The Nasdaq Stock Market LLC (" Nasdaq "), the issuance of shares of the Company's common stock upon conversion of the Series C Convertible Preferred Stock (the " Series C Preferred Stock ") of the Company pursuant to the Certificate of Designations for such Series C Preferred Stock (the " Certificate of Designations "), which shares of Series C Preferred Stock are to be issued by the Company under the Exchange Agreement, dated as of November 15, 2024 (the " Debt Exchange Agreement "). The approval of the issuance was approved, as follows: For Against Abstain Broker Non-Votes 5,478,845 458,509 22,972 — b. A proposal to approve, for the purposes of Listing Rule 5635 of Nasdaq, the issuance of shares of the Company's common stock upon conversion of the Series C Preferred Stock of the Company pursuant to the Certificate of Designations, which shares of Series C Preferred Stock are to be issued by the Company under the Securities Purchase Agreement, dated as of November 20, 2024 (the " Securities Purchase Agreement "). The approval of the issuance was approved, as follows: For Against Abstain Broker Non-Votes 5,462,113 468,387 29,826 — A fuller description of the transactions is set forth on pages 6 to 10 of the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on December 6, 2024 (the " Definitive Proxy Statement "), which description is incorporated herein by reference. The description of the transactions from the Definitive Proxy Statement does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Designations, the Debt Exchange Agreement and the Securities Purchase Agreement, which are included as Exhibits 4.1, 10.1 and 10.2 to the Current Report on Form 8-K filed by the Company on November 21, 2024 and are incorporated herein by reference. The Company expects to consummate the exchange of debt for Series C Preferred Stock pursuant to the Debt Exchange Agreement and the sale of Series C Preferred Stock pursuant to the Securities Purcha

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