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Profound Medical Corp.

For the period ended Dec 31, 2025. Filed Mar 5, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 5, 2026

PROF$7.34+1.8%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Table of Contents

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PART I​2
Item 1.BUSINESS2
Item 1A.RISK FACTORS29
Item 1B.UNRESOLVED STAFF COMMENTS67
Item 1C.CYBERSECURITY67
Item 2.PROPERTIES68
Item 3.LEGAL PROCEEDINGS69
Item 4.MINE SAFETY DISCLOSURES69
PART II​69
Item 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES69
Item 6.[RESERVED]70
Item 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS70
Item 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK77
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATAF-1
Item 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE78
Item 9A.CONTROLS AND PROCEDURES78
Item 9B.OTHER INFORMATION79
Item 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS79
PART III​80
Item 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE80
Item 11.EXECUTIVE COMPENSATION89
Item 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS103
Item 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE105
Item 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES105
PART IV​107
Item 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES107

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Forward-Looking Statements

This annual report on Form 10-K for the year ended December 31, 2025, or this Annual Report on Form 10-K, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, that involve risks and uncertainties, principally in the sections titled “Business,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” All statements other than statements of historical fact contained in this Annual Report on Form 10-K, including statements regarding future events, our ability to maximize capture of future milestones payments, our workforce reduction and related restructuring activities, our future financial and operating performance, anticipated timing and amounts of milestone and other payments under collaboration agreements, business strategy and plans, objectives of management for future operations, timing and outcome of legal and other proceedings and our ability to finance our operations are forward-looking statements. We have attempted to identify forward-looking statements by using terms such as including “anticipates,” “approach,” “believes,” “can,” “contemplate,” “continue,” “look forward,” “ongoing,” “could,” “estimates,” “expects,” “intends,” “may,” “appears,” “suggests,” “future,” “likely,” “goal,” “plans,” “potential,” “possibly,” “projects,” “predicts,” “seek,” “should,” “target,” “would” or “will” and other similar words or expressions or the negative of these terms or other comparable terminology. Although we do not make forward-looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. These statements are only predictions and involve known and unknown risks and uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements expressed or implied by these forward-looking statements, to differ materially. The description of our Business set forth in Item 1, the Risk Factors set forth in Item 1A and our Management’s Discussion and Analysis of Financial Condition and Results of Operations set forth in Item 7 as well as other sections in this report, discuss some of the factors that could contribute to these differences. These forward-looking statements include, among other things, statements about:

●the accuracy of our estimates regarding expenses, future revenues, uses of cash, capital requirements and the need for additional financing;
●our workforce reduction and related restructuring activities;
●our ability to realize the anticipated benefits of our corporate strategy;
●our cash runway and the sufficiency of our financial resources to fund our operations;
●the initiation, timing, progress, results, and decisions of our partners’ development activities, preclinical studies and clinical trials with respect to our product candidates;
●our collaborators’ election to pursue or continue research, development and commercialization activities;
●our ability to obtain future reimbursement and/or milestone payments from our collaborators;
●our ability to obtain and maintain intellectual property protection for our product candidates;
●our partners’ ability to successfully commercialize our partnered product candidates;
●the size and growth of the markets for our partnered product candidates and our partners’ ability to serve those markets;
●the rate and degree of market acceptance of any future products;
●the success of competing products that are or may become available;
●regulatory developments in the United States and other countries;
●and any restrictions on our ability to use our net operating loss carryforwards.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.