Picard Medical, Inc.

Proposal Two

Proposal Two requests stockholder approval of an amendment to our Certificate of Incorporation that would authorize our Board of Directors, in its discretion, to effect a reverse stock split of our outstanding common stock at a ratio ranging from 1-for-15 to 1-for-50, with the exact ratio and timing to be determined by the Board.

The reverse stock split would reduce the number of outstanding shares of common stock while proportionately increasing the per-share trading price.

This proposal is intended to provide the Company with flexibility to assist in satisfying the continued listing requirements of the New York Stock Exchange.

Earlier this year, we received written notice from the New York Stock Exchange that the Company was not in compliance with Section 1003(a)(i), which requires listed companies to maintain stockholders' equity of at least $4 million if losses from continuing operations and/or net losses have been reported in three of the four most recent fiscal years.

On May 15, 2026, we received a second written notice from the New York Stock Exchange.

As required, we timely submitted a compliance plan outlining the steps we intend to take to regain compliance by November 8, 2027.