Current Report · Items 5.02, 7.01, 9.01 · 8-K
Profound Medical Corp.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of President On September 1, 2026, Profound Medical Corp. (the “Company” or “Profound Medical”) announced that Richard R.…
Filed Sep 3, 2026Accepted Sep 3, 2026, 7:07 AM EDTCIK 1628808Accession 0001171843-26-005868
Company context
Profound is a commercial-stage medical device company that develops and markets AI-powered, MRI-guided, incision-free therapies for the ablation of diseased tissue. Profound is commercializing TULSA-PRO ®, a technology that combines real-time MRI, AI-enhanced planning, robotically-driven transurethral ultrasound and closed-loop temperature feedback control. The TULSA Procedure™, performed using the TULSA-PRO system, has the potential of becoming a mainstream treatment modality across the entire prostate disease spectrum; ranging from low-, intermediate-, or high-risk prostate cancer; to hybrid patients suffering from both prostate cancer and benign prostatic hyperplasia (“BPH”); to men with BPH only; and also, to patients requiring salvage therapy for radio-recurrent localized prostate cancer. The TULSA Procedure employs real-time MR guidance for precision to preserve patients’ urinary continence and sexual function, while killing the targeted prostate tissue via precise sound absorption technology that gently heats it to 55-57°C. TULSA is an incision- and radiation-free “one-and-done” procedure performed in a single session that takes a few hours. Virtually all prostate shapes and sizes can be safely, effectively, and efficiently treated with TULSA. There is no bleeding associated with the procedure; no hospital stay is required; and most TULSA patients report quick recovery to their normal routine. TULSA-PRO is CE marked, Health Canada approved, and 510(k) cleared by the U.
Current securities
Disclosure sections
Items 5.02, 7.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of President
On September 1, 2026, Profound Medical Corp. (the “Company” or “Profound Medical”) announced that Richard R. Fabian has been appointed by the Board of Directors of the Company (the “Board”) to serve as the President of the Company, effective as of the same date (the “Appointment Date”). Mr. Fabian succeeds Mathieu Burtnyk, PhD, who has shifted to the newly created position of Chief Technology Officer, effective as of September 1, 2026.
Richard R. Fabian, age 59, served as President and CEO of FUJIFILM Sonosite, Inc. from 2017 to June 2026, where he oversaw the global Point of Care Ultrasound (POCUS) business. From 2002 to 2016, he held various executive leadership roles in marketing, sales, and global general management for the imaging and imaging guided therapy businesses at Philips Healthcare. Earlier in his career, he held positions in finance where he was a group controller at STERIS Corporation before he pivoted into operations and served as Vice President of Operations. Mr. Fabian holds a Bachelor of Arts degree in Economics from the University of Michigan and an MBA from the University of Pittsburgh Katz Graduate School of Business.
The selection of Mr. Fabian to serve as the Company’s President was not pursuant to any arrangement or understanding between Mr. Fabian and any other person. There are no family relationships between Mr. Fabian and any director or executive officer of the Company, and there are no transactions between Mr. Fabian and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
In connection with his appointment, the Company entered into an Employment Agreement with Mr. Fabian, dated as of September 1, 2026 (the “Employment Agreement”). Under the Employment Agreement, Mr. Fabian will receive an annualized base salary of $550,000. Mr. Fabian is eligible to receive an annual discretionary bonus of up to 100% of his base salary. During Mr. Fabian’s initial 12-month period of employment, the Company will lease a residence in Toronto, Canada for Mr. Fabian’s use while he spends approximately 50% of his time at the Company’s Toronto office. The Company will also provide Mr. Fabian with a monthly car allowance of $1,000. Pursuant to the Employment Agreement, Mr. Fabian will be granted (i) 200,000 restricted share units under the Company’s 2020 Amended and Restated Long Term Incentive Plan, vesting in three equal annual installments over three years, and (ii) options to purchase 475,000 common shares of the Company under the Company’s Second Amended and Restated Share Option Plan, vesting over four years, with one-quarter vesting on the first anniversary of the grant date and the remainder vesting in 36 equal monthly installments thereafter.
The foregoing description of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q.
Item 7.01. Regulation FD Disclosure.
On September 1, 2026, the Company issued a press release announcing the appointment of Mr. Fabian as President of the Company, as described in Item 5.02 above. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or the Exchange Act, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, or the Securities Act. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any other filing with the U.S. Securities Exchange Commission, or the SEC, made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
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99.1 Press Release, dated September 1, 2026
104 Cover Page Interactive Data File (embedded within Inline XBRL document)
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
On September 1, 2026, the Company issued a press release announcing the appointment of Mr. Fabian as President of the Company, as described in Item 5.02 above. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or the Exchange Act, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, or the Securities Act. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any other filing with the U.S. Securities Exchange Commission, or the SEC, made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
