Note 5 — Debt

The following tables sets forth a summary of the debt instruments and their changes during the three and six months ended June 30, 2026 and 2025 (in thousands):

Convertible Notes

Convertible Loans Payable

As of June 30, 2026, the Company had issued an aggregate principal of $13.9 million of Ascent PIPE Notes, consisting of approximately $12.2 million of notes issued in July and September 2025 (“2025 Ascent PIPE Notes”) and $1.7 million of notes issued in April 2026. The 2025 Ascent PIPE Notes bear interest at 10% per annum on the outstanding unconverted principal balance. A minimum interest amount equal to 10% of the original principal is fully earned at issuance, reduced by interest subsequently accrued. Cash payments are subject to a 5% fee. Upon an event of default, the interest rate increases to 24% per annum and a 10% late fee applies to overdue amounts. The 2025 Ascent PIPE Notes mature on January 11, 2027. The 2025 Ascent PIPE Notes are convertible at the holder’s option at a conversion price equal to the lower of the applicable conversion price or 95% of the lowest daily volume-weighted average price (“VWAP”) of the Company’s common stock during the 10 trading days immediately preceding the applicable conversion date, subject to the applicable floor price and customary anti-dilution protections.The Ascent PIPE Notes may be prepaid upon 10 business days’ prior notice (absent an event of default), subject to Ascent’s conversion rights, and requires mandatory prepayment upon Subsequent Offerings, as defined by the PIPE Subscription Agreement. Conversion is subject to a beneficial ownership cap of 9.99%.

On April 2, 2026, the Company entered into Amendment No. 4 to the PIPE Subscription Agreement and related Pledge Agreement with Ascent (“Amendment No. 4”). Under Amendment No. 4, the Company may request funding with an aggregate principal amount of up to $12.2 million under the facility, subject to the terms and conditions of the amended agreements. The $12.2 million principal amount referenced in Amendment No. 4 represents the remaining available borrowing capacity under the existing Ascent PIPE financing arrangement and is not in addition to the original aggregate facility. Amendment No. 4 also modified certain terms of the related Pledge Agreement, including revising the release condition to provide that the applicable release condition will be satisfied upon payment in full, whether in cash or through conversion, of an aggregate principal amount of $1.7 million of notes issued in the additional closings. In addition, the Company has agreed with Ascent that any mandatory prepayment amounts received under the notes will first be applied to obligations related to such additional notes and thereafter to certain previously issued secured convertible promissory notes.

In connection with the additional closing on April 2, 2026, the Company issued an Ascent PIPE Note with an aggregate principal amount of approximately $0.6 million. The note matures on April 2, 2027, bears interest at 12% per annum and is convertible into shares of the Company’s common stock, subject to the terms of the note. The note is convertible at the holder’s option at a conversion price equal to the lower of the applicable conversion price or 95% of the lowest daily VWAP of the Company’s common stock during the 10 trading days immediately preceding the applicable conversion date, subject to the terms of the note, including applicable floor price and adjustment provisions. As consideration for Ascent’s participation in the April 2, 2026 additional closing, Ascent earned a warrant (“Ascent Warrant”) to purchase 11,111 shares of the Company’s common stock at an exercise price of $50.00 per share, as adjusted for the July and August Reverse Stock Splits. The Ascent Warrant was exercisable on a cash or cashless basis for a period of five years and was subject to a 9.99% beneficial ownership limitation and customary anti-dilution adjustments.

In connection with the additional closing on April 20, 2026, the Company issued an Ascent PIPE Note with an aggregate principal amount of approximately $1.1 million. The note matures on April 20, 2027, bears interest at 12% per annum and is convertible into shares of the Company’s common stock, subject to the terms of the note. In connection with the April 20, 2026 closing, the Company entered into a side letter agreement with Ascent pursuant to which Ascent waived certain defaults under the Purchase Agreement and the Company issued a replacement Ascent Warrant that replaced the warrant earned on April 2, 2026. The replacement warrant increased the number of shares issuable upon exercise from 11,111 shares to 33,333 shares, as adjusted for the July and August Reverse Stock Splits, retained an exercise price of $50.00 per share and is exercisable on a cash or cashless basis through April 20, 2031. The Company recognized $2.2 million of warrant expense in connection with the Ascent Warrant issuance during the three and six months ended June 30, 2026 presented under financing costs on the condensed consolidated statements of operations. See Note 8 - Common Stock Warrants for inputs to estimate the fair value of the warrant at issuance. The Company also agreed to provide Ascent with demand and piggyback registration rights with respect to the underlying shares.

In connection with the issuance of the replacement warrant, Ascent entered into a lock-up agreement with the Company, dated April 20, 2026, pursuant to which Ascent agreed not to transfer the shares underlying the replacement warrant for 120 days, expiring August 22, 2026, subject to customary exceptions. Any permitted transferee is required to execute a lock-up agreement on substantially similar terms.

On April 29, 2026, the Company and Ascent Partners Fund LLC entered into an amendment for the Ascent Warrant, which eliminated the provisions relating to the automatic conversion or assumption of the Ascent Warrant in connection with fundamental transactions.

During the three and six months ended June 30, 2026, the Company repaid $0.8 million and $1.0 million, respectively, of principal on the Ascent PIPE Notes. Ascent converted an aggregate of $0.8 million and $1.9 million of principal and accrued interest balance into 18,702 and 26,968 shares, respectively, of the Company’s common stock during the three and six months ended June 30, 2026. The shares of common stock issued had a total fair value of $4.7 million upon conversion.

The Company elected to apply the fair value option to account for the Ascent PIPE Notes and as such, no features of the Ascent PIPE Notes are bifurcated and separately accounted for. As of June 30, 2026, the convertible loans payable had a fair value of $8.2 million and it is classified under Convertible senior notes and loans payable at fair value on the condensed consolidated balance sheets, as the loan is due within 12 months from the balance sheet date. As of December 31, 2025, the convertible loans payable was fair valued at $7.9 million and was classified as long-term in the condensed consolidated balance sheets under convertible loans payable at fair value. As of June 30, 2026 and December 31, 2025, the Company had accrued interest of $0.5 million and $0.7 million on the convertible loans payable.

Tasly Convertible Note - Related Party

In June 2023, the Company entered into a short-term loan agreement with a related party for borrowings of up to $1.6 million, the full amount of which had been drawn by February 2024.

The loans bear interest at a rate of 12% per annum and originally matured on December 31, 2023. The original maturity date was extended to March 31, 2024, subject to the parties’ decision to extend thereafter. Upon an event of default, the interest rate increases to 24% per annum until the payment date. The lender has the option to convert the entire outstanding balance and accrued but unpaid interest under the Tasly Convertible Note into either (i) senior unsecured promissory notes on substantially the same terms as the outstanding Convertible Senior Notes, or (ii) the Company’s common stock at a conversion price of $14,400.00 per share, as adjusted for the Reverse Stock Splits.

The Company elected to apply the fair value option to account for the Tasly Convertible Note and as such, no features of the Tasly Convertible Note are bifurcated and separately accounted for. The fair value of the Tasly Convertible Note was $2.6 million and $2.3 million, as of June 30, 2026 and December 31, 2025. There was accrued interest of $1.0 million and $0.7 million as of June 30, 2026 and December 31, 2025, respectively, on the Tasly Convertible Note.

The Tasly Convertible Note is recorded under convertible and promissory notes payable to related parties on the condensed consolidated balance sheets.

Convertible Promissory Note – Related Party

The Company now holds the convertible working capital promissory note which was previously held by Northview Acquisition Corporation with NorthView Sponsor I, LLC, the sponsor of NorthView (the “Sponsor”) for up to $2.5 million. The related party convertible promissory note is non-interest bearing and became convertible on the Closing Date. The Sponsor may elect to convert all or any portion of the unpaid principal balance of this Note into warrants, at a price of $7,500.00 per warrant. The note also allows for the conversion of the outstanding principal balance to be repaid in shares of the Company’s common stock at a price of $16,650.00 per share at the election of the Sponsor, as adjusted for the Reverse Stock Splits. On March 20, 2026, the related party convertible promissory note was amended to extend the maturity date from January 11, 2026 to December 31, 2026. The Company elected to apply the fair value option to account for the convertible promissory note and as such, no features of the convertible promissory note are bifurcated and separately accounted for.

On April 6, 2026, the Company amended the related party convertible promissory note to update the conversion price to $76.00 per share, as adjusted for the Reverse Stock Splits, and concurrently approved the potential conversion of the entire outstanding principal balance of $1.9 million. The agreement amendment was subsequently rescinded on April 7, 2026 and is voided. The contemplated conversion was not consummated, no conversion shares were issued and the entire outstanding principal balance remained outstanding.

On April 24, 2026, the Company entered into a Note Modification and Conversion Agreement with NorthView Sponsor I LLC, amending that certain Promissory Note to establish an outstanding non-interest-bearing principal balance of $1.9 million, retained the December 31, 2026 maturity date and provided the holder with the option to convert the outstanding principal into shares of the Company’s common stock. Subsequently, on April 29, 2026, the Company entered into Amendment No. 1 to the Note Modification and Conversion Agreement, adding a covenant that restricts the issuance of conversion shares in excess of 19.99% of the issued and outstanding common stock unless and until prior stockholder approval is obtained.

On June 23, 2026, the Company’s stockholders approved Proposal 4 relating to the related party convertible promissory note, which permitted issuance in excess of 19.99% of the Company’s outstanding common stock upon conversion of the note which terminated the 19.99% conversion shares restriction upon stockholder approval.

As of June 30, 2026 and December 31, 2025, the convertible promissory note fair value of $2.1 million and $1.9 million, respectively, was classified under convertible and promissory notes payable to related parties on the condensed consolidated balance sheets.

Junior Convertible Notes

The annual effective interest rate for the junior convertible notes was estimated between 12.54% to 53.28% for three and six months ended June 30, 2025. The interest expense for the three and six months ended June 30, 2025 was $0.6 million and $1.1 million, respectively. The junior convertible notes were converted into 373 shares of the Company’s common stock based on $19.6 million of principal and accrued interest as of the Closing Date, as adjusted for the Reverse Stock Splits.

Convertible Senior Notes

As of June 30, 2026, the outstanding balance of convertible senior notes is less than $0.1 million, all of which is with unrelated parties. The Company is currently in default; accordingly, the Company classified the entire outstanding amount under convertible senior notes and loans payable at fair value on the condensed consolidated balance sheets. As of June 30, 2025, $9.7 million of the $27.9 million of convertible senior notes is outstanding with related parties. The annual effective interest rate of convertible senior notes was estimated at 12.15% for the three and six months ended June 30, 2025. The annual effective interest rate on the convertible senior notes for the three and six months ended June 30, 2026 was not meaningful due to the immaterial outstanding balance. The interest expense for the three and six months ended June 30, 2026 was not material. Interest expense for the three and six months ended June 30, 2025 was $0.6 million and $1.2 million, respectively.

Promissory Notes

The carrying value of the promissory notes as of June 30, 2026 and December 31, 2025 was $1.1 million and $1.0 million, respectively, representing past due amounts because the maturity dates of the promissory notes has passed. As of June 30, 2026 and December 31, 2025, outstanding balance of promissory notes due to related parties was $0.4 million, and are classified under convertible and promissory notes payable to related parties and the remainder is classified under promissory notes on the condensed consolidated balance sheets. Interest expense on the Company’s promissory notes was less than $0.1 million for three and six months ended June 30, 2026 and 2025.

Paycheck Protection Program (“PPP”)

The Company applied for forgiveness of the 2nd PPP Loan in December 2025 and was notified in February 2026 that the loan had been forgiven. The Company recognized a gain on the extinguishment of the 2nd PPP Loan of $1.4 million within Gain on extinguishment of PPP loan in the condensed consolidated statements of operations during the six months ended June 30, 2026. Interest expense on the PPP loan for the six months ended June 30, 2026 was not material. Interest expense on the PPP loan for the three and six months ended June 30, 2025 was not material.

Director and Officer (D&O) Insurance Financing

During the six months ended June 30, 2026, the Company made aggregate payments of $0.3 million against the obligation and recognized approximately $0.3 million of insurance expense and an immaterial amount of interest expense. As of June 30, 2026 and December 31, 2025, the remaining financing obligation was $0 and $0.3 million, respectively, which is recorded under promissory notes and other on the Company’s condensed consolidated balance sheets.

Minimum Future Payments for the Company’s Outstanding Borrowings

As of June 30, 2026, the contractual future minimum payments for the Company’s outstanding borrowing arrangements were as follows (in thousands):