UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 14, 2025

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PROFOUND MEDICAL CORP.

(Exact name of Registrant as Specified in Its Charter)

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Ontario, Canada	001-39032	Not Applicable
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2400 Skymark Avenue, Unit 6 Mississauga, Ontario, Canada		L4W 5K5
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 647-476-1350

(Former Name or Former Address, if Changed Since Last Report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares		PROF		The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07.

Submission of Matters to a Vote of Security Holders

At the 2025 Annual General and Special Meeting of Shareholders of Profound Medical Corp. (the “Company”) held on May 14, 2025, the holders of common shares of the Company voted on: (1) six director nominees to be elected to the Board to serve until the close of the Company’s next annual meeting of shareholders or until their respective successors have been appointed; (2) the appointment of PricewaterhouseCoopers LLP as auditors of the Company until the close of the Company’s next annual meeting of shareholders at such remuneration to be fixed by the Board; and (3) an ordinary resolution approving all unallocated options under the Company’s share option plan. The items of business are further described in the Company’s management information circular filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on April 22, 2025.

The tables below set forth the number of votes cast for, against or withheld, for each matter voted on by the Company’s shareholders.

Election of Directors

Each of the six nominees listed below was elected as Director of the Corporation to hold office until the Corporation’s next annual meeting of shareholders or until their successor is duly appointed.

Nominee	For	% For	Withheld	% Withheld
Arun Menawat	11,147,209	94.536%	644,301	5.464%
Brian Ellacott	11,048,084	93.695%	743,426	6.305%
Cynthia Lavoie	11,438,299	97.005%	353,211	2.995%
Murielle Lortie	11,291,509	95.76%	500,001	4.24%
Arthur Rosenthal	10,899,784	92.438%	891,726	7.562%
Kris Shah	11,040,268	93.629%	751,242	6.371%

Appointment of Auditors

The shareholders approved the appointment of PricewaterhouseCoopers LLP as auditors of the Corporation until the close of the Corporation’s next annual meeting of shareholders at such remuneration to be fixed by the Board.

Votes For	% For	Votes Withheld	% Withheld
20,467,738	99.489%	105,225	0.511%

Approval of Unallocated Options under the Share Option Plan

The shareholders approved an ordinary resolution approving all unallocated options under the Company’s share option plan.

Votes For	% For	Votes Against	% Against
8,050,144	68.271%	3,741,366	31.729%

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			PROFOUND MEDICAL CORP.

Date:	May 14, 2025	By:	/s/ Rashed Dewan
			Rashed Dewan Chief Financial Officer

SEC Form 8-K filed by Profound Medical Corp.