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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): May 5, 2025
HEARTBEAM, INC.
(Exact name of Registrant as specified in its charter)
| Delaware | 001-41060 | 47-4881450 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
2118 Walsh Avenue, Suite 210
Santa Clara, CA 95050
(Address of principal executive offices, including zip code)
(408) 899-4443
(Registrant’s telephone number, including area code)
Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| ☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | 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 Stock | BEAT | NASDAQ | ||
| Warrant | BEATW | NASDAQ |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Board Member
On May 5, 2025, the Board of Directors (the “Board”) of HeartBeam, Inc. (the “Company”) appointed Robert Eno, the Company’s Chief Executive Officer, as a member of the Board effective as of May 5, 2025 (the “Director Appointment”). In connection with the Director Appointment, the Board elected to expand from eight to nine members to accommodate this addition.
Family Relationships
Mr. Eno does not have a family relationship with any of the current officers or directors of the Company.
Related Party Transactions
There are no related party transactions with regard to Mr. Eno reportable under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On May 5, 2025, the Company issued a press release announcing the Director Appointment. A copy of the press release is filed hereto as Exhibit 99.1 and is incorporated herein by reference.
The information set forth under this Item 7.01 is furnished pursuant to Item 7.01 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any registration document or other document filed by the Company.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Description | |
| 99.1 | Press Release dated May 5, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| HeartBeam, Inc. | ||
| Date: May 5, 2025 | By: | /s/ Timothy Cruickshank |
| Name: | Timothy Cruickshank | |
| Title: | Chief Financial Officer | |
Exhibit 99.1
HeartBeam Appoints CEO Robert Eno to Board of Directors to Support U.S. Commercialization and Growth
Board expansion reflects Company’s commitment to leadership and innovation in remote cardiac monitoring
SANTA CLARA, CA — May 5, 2025 — HeartBeam, Inc., (NASDAQ: BEAT), a medical technology company focused on transforming cardiac care by providing powerful personalized insights, today announced the appointment of Chief Executive Officer, Robert Eno, to its Board of Directors. As the Company continues to make significant advancements towards commercial readiness, the Board elected to expand from eight to nine members to accommodate this addition.
Mr. Eno joined HeartBeam as President in January 2023 and was appointed CEO in October 2024. With over 30 years of experience in the medical technology industry, he has a proven track record of developing markets and launching disruptive medical technologies. His leadership has been instrumental as HeartBeam prepares to commercialize its groundbreaking 3D ECG technology, which captures the heart’s electrical signals in 3 non-coplanar directions and then synthesizes these signals into a 12-lead ECG.
Rich Ferrari, Executive Chairman, Board of Directors of HeartBeam, commented, “Rob’s deep expertise in sales and go-to-market strategies perfectly complements the diverse skillset and experience of the Board and strengthens our strategic oversight as we move toward commercialization and long-term growth. We are confident that Rob’s perspective will be instrumental in helping HeartBeam achieve its vision of delivering powerful cardiac insights wherever the patient is.”
HeartBeam received FDA clearance for its patented 3D ECG technology in December 2024 and submitted an FDA application for the 12-lead ECG Synthesis Software in January 2025. The Company plans to initiate commercialization upon receiving FDA clearance for the 12-lead ECG Synthesis Software. Earlier this year, the Company initiated an Early Access Program to obtain important feedback on the end-to-end clinical workflow, ensure operational readiness and establish an early adopter funnel.
“I am honored to join the HeartBeam Board as we are on the brink of bringing HeartBeam’s novel technology to market,” said Mr. Eno. “I look forward to working closely with my fellow Board members as we leverage our diverse expertise to drive the Company’s commercial success and accelerate the Company’s mission to transform the way cardiac health is managed.”
Prior to joining HeartBeam, Mr. Eno served as CEO of Preview Medical, a diagnostic equipment company developing real-time, in vivo tissue classification for solid tumor cancers using machine learning and proprietary optical signals. He also held senior marketing and sales leadership roles at companies including HeartFlow, OptiMedica, NeoGuide Systems, and Avantec Vascular. Mr. Eno holds an MBA from the Stanford Graduate School of Business and a BA, with Honors and Distinction, from Stanford University.
About HeartBeam, Inc.
HeartBeam, Inc. (NASDAQ: BEAT) is a medical technology company dedicated to transforming the detection and monitoring of critical cardiac conditions. The Company is creating the first ever cable-free device capable of collecting ECG signals in 3D, from 3 non-co-planar directions, and synthesizes the signals into a 12-lead ECG. This platform technology is designed for portable devices that can be used wherever the patient is to deliver actionable heart intelligence. Physicians will be able to identify cardiac health trends and acute conditions and direct patients to the appropriate care – all outside of a medical facility, thus redefining the future of cardiac health management. HeartBeam’s 3D ECG technology received FDA clearance for arrhythmia assessment in December 2024. The Company holds 14 U.S. and 4 international issued patents related to technology enablement. For additional information, visit HeartBeam.com.
Forward-Looking Statements
All statements in this release that are not based on historical fact are "forward-looking statements." While management has based any forward-looking statements included in this release on its current expectations, the information on which such expectations were based may change. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including those risks and uncertainties described in the Risk Factors and in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our Forms 10-K, 10-Q and other reports filed with the SEC and available at www.sec.gov. We urge you to consider those risks and uncertainties in evaluating our forward-looking statements. We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Except as otherwise required by the federal securities laws, we disclaim any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Investor Relations Contact:
Chris Tyson
Executive Vice President
MZ North America
Direct: 949-491-8235
BEAT@mzgroup.us
www.mzgroup.us
Media Contact:
media@heartbeam.com