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Hyperfine, Inc.

For the period ended May 19, 2025. Filed Apr 7, 2025.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 19, 2025 · Filed Apr 7, 2025

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HYPR$0.72+5.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

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 Under §240.14a-12

Hyperfine, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒No fee required
☐Fee paid previously with preliminary materials
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

To Our Stockholders:

You are cordially invited to attend the 2025 annual meeting of stockholders of Hyperfine, Inc. to be held at 10:00 a.m., Eastern Time, on Monday, May 19, 2025. This will be my fourth year participating in the annual meeting of stockholders and the third since becoming President and Chief Executive Officer in October 2022. I am pleased with the significant progress we have made since last year’s annual meeting, and I am excited about our plans for 2025 that are detailed below.

The Hyperfine team takes great pride in the impact our company has on patients’ lives and we celebrate the many patient stories we receive from the use of our Swoop® systems on a routine basis. Our vision to transform access to magnetic resonance imaging (MRI) for the brain globally with our AI-powered, portable and affordable Swoop® system is more compelling than ever as brain diseases such as stroke and dementia continue to increase and represent a devastating human and economic burden. Healthcare trends in favor of decentralized delivery of care and preventative care are favorable for our business.

Our work since the last annual meeting has been transformational to both the financial profile and our business strategy. We continued to drive top line revenue growth, meaningfully expand gross margins, and further reduce cash burn. We also took steps to strengthen our position as a company completing a reorganization to lower our operating costs and raising $6.0 million through a registered direct offering to extend our cash, which is now expected to enable us to conduct our planned operations until the end of 2026. On the commercial side, in 2024 we built a strong foundation to drive business acceleration in 2025 and beyond with several software launches in the United States and abroad, substantial recognition for our clinical data in stroke and Alzheimer’s at leading medical conferences, and economical expansion into different sites of care and global markets.

In 2025, we expect to continue our steady cadence of innovation, planning to launch two Swoop® system software releases, delivering a step function image quality improvement enabling broader adoption and expanded clinical utility for the Swoop® system. We expect that our commercial growth in 2025 and beyond will be driven by selling into a new market segment, neurology offices, expanding to multiple sites of care inside the hospital, and driving adoption in international markets. Bringing the Swoop® system to neurology offices will allow physicians to obtain diagnostic-quality MR brain images within their offices, providing patients with timely and convenient MRI access. In the hospital, we’re expanding beyond adult and pediatric critical care to emergency departments. And globally, we closed 2024 with a network of 13 distributors spanning European, Middle Eastern, and Asian markets. With the recent CE and UKCA approval for our latest generation software, the Swoop® system is now available in local languages across the major European markets. India represents our next global frontier, with regulatory approval and market entry anticipated by the end of 2025. We expect to exit 2025 with a diversified portfolio of business opportunities driving accelerated growth for Hyperfine. We believe that we have extraordinary opportunities before us and the ability to execute as we advance on our vision to transform access to MRI globally.

This year’s annual meeting will be conducted solely via live audio webcast on the Internet. You will not be able to attend the annual meeting in person. You will be able to attend the annual meeting, vote and submit your questions during the annual meeting by visiting www.virtualshareholdermeeting.com/HYPR2025. We encourage you to vote by proxy soon so that your shares will be represented and voted at the meeting, whether or not you can attend.

Details regarding the meeting, the business to be conducted at the meeting, and information about Hyperfine, Inc. that you should consider when you vote your shares are described in the accompanying proxy statement. At the annual meeting, six persons will be elected to our board of directors. In addition, we will ask stockholders to ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2025. Our board of directors recommends the approval of each of these proposals. Such other business will be transacted as may properly come before the annual meeting.

Under Securities and Exchange Commission rules that allow companies to furnish proxy materials to stockholders over the Internet, we have elected to deliver our proxy materials to the majority of our stockholders over the Internet. This delivery process allows us to provide stockholders with the information they need, while at the same time conserving natural resources and lowering the cost of delivery. On or about April 8, 2025, we intend to begin sending to our stockholders a Notice of Internet Availability of Proxy Materials (the “Internet Availability Notice”) containing instructions on how to access our proxy statement for our 2025 annual meeting of stockholders and our 2024 annual report to stockholders. The Internet Availability Notice also provides instructions on how to vote online or by telephone, how to access the virtual annual meeting, and how to receive a paper copy of the proxy materials by mail.

We hope you will be able to participate in the annual meeting. Whether you plan to join the annual meeting or not, it is important that you cast your vote either virtually at the annual meeting, or by proxy. You may vote over the Internet as well as by telephone or by mail. We encourage you to vote by proxy so that your shares will be represented and voted at the meeting, whether you can attend or not.

Thank you for your continued support of Hyperfine, Inc.

Sincerely,

Maria Sainz

President and Chief Executive Officer

NOTICE OF 2025 ANNUAL MEETING OF STOCKHOLDERS

TIME:10:00 a.m. Eastern Time
DATE:Monday, May 19, 2025
ACCESS:This year’s annual meeting will be held virtually via live webcast on the Internet. You will be able to attend the annual meeting, vote and submit your questions during the meeting by visiting www.virtualshareholdermeeting.com/HYPR2025 and entering the 16-digit control number included in the Notice of Internet Availability or proxy card that you receive.

PURPOSES:

1.To elect six directors to serve one-year terms expiring in 2026;
2.To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025; and
3.To transact such other business that is properly presented at the annual meeting and any adjournments or postponements thereof.

WHO MAY VOTE:

You may vote if you were the record owner of Hyperfine, Inc. Class A common stock or Class B common stock at the close of business on March 26, 2025. A list of stockholders of record will be available at the annual meeting and, during the 10 days prior to the annual meeting, at our principal executive offices located at 351 New Whitfield Street, Guilford, Connecticut 06437. If you wish to view this list, please contact our Corporate Secretary at Hyperfine, Inc. 351 New Whitfield Street, Guilford, Connecticut 06437, (866)796-6767. Such list will also be available for examination by the stockholders during the annual meeting at www.virtualshareholdermeeting.com/HYPR2025.

All stockholders are cordially invited to attend the annual meeting. Whether you plan to attend the annual meeting or not, we urge you to vote by following the instructions in the Notice of Internet Availability of Proxy Materials that you previously received and submit your proxy by the Internet, telephone or mail in order to ensure the presence of a quorum. You may change or revoke your proxy at any time before it is voted at the annual meeting. If you participate in and vote your shares at the annual meeting, your proxy will not be used.

BY ORDER OF OUR BOARD OF DIRECTORS

Brett Hale

Chief Administrative Officer, Chief Financial Officer, Treasurer and Corporate Secretary

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