Picard Medical, Inc. filed a preliminary proxy statement on November 3, 2026, notifying stockholders of a Special Meeting scheduled for December 7, 2026, at which votes will be sought on a proposed private placement, an amended equity incentive plan, and a potential meeting adjournment.

Key Highlights

  • Private placement vote: Stockholders will consider approving the issuance of a maximum of 1,666,666 shares of common stock, par value $0.0001 per share, for an aggregate purchase price of $5,000,000 to certain accredited investors.
  • Equity incentive plan: The board is seeking approval of the Company's Second Amended and Restated 2021 Equity Incentive Plan.
  • Record date: Only stockholders of record as of the close of business on November 6, 2026 are entitled to vote at the Special Meeting.
  • Meeting format: The Special Meeting will be held in a virtual-only format via live audio webcast on December 7, 2026 at 11:00 a.m. Pacific Standard Time.
  • Board recommendation: The board recommends a vote "FOR" each of Proposals 1 through 3.
  • Proxy materials mailing: This notice, the proxy statement, and proxy card are first being mailed on or about November 16, 2026.

Picard Medical Seeks Stockholder Approval for $5 Million Private Placement and Incentive Plan Revision

According to the preliminary proxy statement, Picard Medical, Inc., a Delaware corporation headquartered at 1992 E Silverlake, Tucson, AZ 85713, is soliciting proxies from its stockholders for three distinct proposals. The filing identifies the company by the trading abbreviation "PMI" and was signed by Richard Fang, Chief Executive Officer and Chairman of the Board. The company operates in the medical sector and is incorporated in Delaware.

The first and most significant proposal, as described in the filing, asks stockholders to approve the issuance of up to 1,666,666 shares of common stock at a $0.0001 par value to accredited investors through a private placement governed by a Securities Purchase Agreement dated as of a date left blank in the preliminary filing, with an aggregate purchase price of $5,000,000. The filing notes that the purchase agreement was executed in 2026, though the exact date was not specified in this preliminary version.

The second proposal requests approval of the Company's Second Amended and Restated 2021 Equity Incentive Plan. The third proposal provides for one or more adjournments of the Special Meeting if sufficient votes are not present to approve one or more of the other proposals, or if the chairperson otherwise determines an adjournment to be necessary or appropriate. The filing states that stockholders may cast votes over the internet, by telephone, or by completing and mailing the enclosed proxy card.

What Was Disclosed

Picard Medical, Inc. filed a preliminary Schedule 14A proxy statement disclosing a Special Meeting of Stockholders to be held December 7, 2026, covering three proposals: a $5,000,000 private placement of up to 1,666,666 common shares, an amended equity incentive plan, and a potential adjournment provision.