PAVmed Inc. Files Proxy Materials

TL;DR

PAVmed filed proxy docs, nothing major here yet.

AI Summary

PAVmed Inc. filed a Definitive Additional Materials proxy statement on January 7, 2025. This filing is related to the company's proxy materials and does not appear to involve a specific transaction with a dollar amount or date mentioned in this excerpt. The filing is made under the 1934 Act.

Why It Matters

This filing indicates that PAVmed Inc. is providing updated or additional information to its shareholders regarding proxy matters, which is a standard corporate governance procedure.

Risk Assessment

Risk Level: low — The filing is a standard proxy statement, indicating routine corporate governance activity rather than a significant event.

Key Players & Entities

• PAVmed Inc. (company) — Registrant
• PAXmed Inc. (company) — Former company name
• 0001493152-25-001250 (filing_id) — Accession Number

FAQ

Filing Documents

• formdefa14a.htm (DEFA14A) — 47KB
• formdefa14a_001.jpg (GRAPHIC) — 13KB
• 0001493152-25-001250.txt ( ) — 66KB

From the Filing

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 PAVMED INC. (Name of Registrant as Specified In Its Charter) N/A (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: Fee paid previously with preliminary materials. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: PAVMED INC. 360 Madison Avenue, 25 th Floor New York, New York 10017 ADDITIONAL INFORMATION REGARDING SPECIAL MEETING OF STOCKHODERS TO BE HELD ON JANUARY 15, 2025 To the Stockholders of PAVmed Inc.: This letter, dated January 7, 2025 (this “ Supplement ”), supplements the proxy statement (the “ Proxy Statement ”) of PAVmed Inc. (the “ Company ”), dated December 6, 2024, being furnished to shareholders of the Company in connection with the solicitation by the Company’s board of directors (the “ Board ”) of proxies to be voted at the special meeting of stockholders (the “ Special Meeting ”) to be held on January 15, 2025 at 10:00 a.m., Eastern time. This Supplement is being filed with the Securities and Exchange Commission and is being made available to shareholders on or about January 7, 2025. THIS SUPPLEMENT SHOULD BE READ IN CONJUNCTION WITH THE PROXY STATEMENT As you are aware, the Special Meeting will be held on January 15, 2025, at 10:00 a.m., Eastern time, solely over the Internet by means of a live audio webcast. The purpose of this Supplement is to update information contained in the Proxy Statement relating to the characterization of the proposals as non-routine matters. Background Regarding Routine and Non-Routine Matters If you are a beneficial owner and do not provide your bank, broker or other nominee with voting instructions and do not obtain a legal proxy, under the rules of various national and regional securities exchanges, the bank, broker or other nominee may generally vote on routine matters but cannot vote on non-routine matters. If the bank, broker or other nominee that holds your shares does not receive instructions from you on how to vote your shares on a non-routine matter, the bank, broker or other nominee will inform the inspector of election that it does not have the authority to vote on this matter with respect to your shares. This is generally referred to as a “broker non-vote.” Revised Characterization of the Proposals The Proxy Statement indicated that each of the Debt Exchange Proposal, the Securities Purchase Proposal, the Authorized Capital Proposal and the Adjournment Proposal was expected to be treated as a routine proposal. The Company has been advised, however, that each of the proposals will be treated as a non-routine proposal. Accordingly, the Company is hereby revising the information in the Proxy Statement to state that each of the proposals is a non-routine proposal for which banks, brokers, trustees and other nominees will not be permitted to exercise discretion to vote uninstructed shares. The Company hereby revises the second paragraph in the section of the Proxy Statement entitled “ Introduction—What happens if I do not provide voting instructions to my bank, broker or other nominee? ” to read as follows: The Company has been advised that each of the Debt Exchange Proposal, the Securities Purchase Proposal, the Authorized Capital Proposal and the Adjournment Proposal will be considered a non-routine proposal. Because all the proposals are non-routine, a bank, broker or other nominee that does not receive specific voting instructions from you may not vote your shares in its discretion on any of the proposals. As a result, broker non-votes likely

View Full Filing

View this DEFA14A filing on SEC EDGAR