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UPLOAD Filing

Profusa, Inc.
Date: May 12, 2025 · CIK: 0001859807 · Accession: 0000000000-25-005044

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File numbers found in text: 333-269417

Date
May 12, 2025
Author
Division of
Form
UPLOAD
Company
Profusa, Inc.

Letter

Re: NorthView Acquisition Corporation Amendment No. 13 to Registration Statement on Form S-4 Filed May 9, 2025 File No. 333-269417 Dear Jack Stover and Ben Hwang:

May 12, 2025

Jack Stover Chief Executive Officer NorthView Acquisition Corporation 207 West 25th St, 9th Floor New York, NY 10001

Ben Hwang Chief Executive Officer Profusa, Inc. 626 Bancroft Way Suite A Berkeley, CA 94710

We have reviewed your amended registration statement and have the following comment.

Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments.

Amendment No. 13 to Registration Statement on Form S-4 filed May 9, 2025 Experts, page 299

1. We note your Item 4.01 Form 8-K filed on May 2, 2025, regarding the resignation of Marcum and engagement of CBIZ CPAs P.C. for the Registrant. Please provide the Item 304 disclosures in your Form S-4 pursuant to Item 14(i) of Form S-4. In addition, please tell us whether there was a similar change in accountants for Profusa, May 12, 2025 Page 2

Inc. If so, please refer to General Instruction L.2. of Form S-4 and provide the disclosures and Exhibit 16 letter required by Item 304 of Regulation S-K for Profusa, Inc. Please contact Nudrat Salik at 202-551-3692 or Jeanne Baker at 202-551-3691 if you have questions regarding comments on the financial statements and related matters. Please contact Jane Park at 202-551-7439 or Katherine Bagley at 202-551-2545 with any other questions.

Sincerely,
Division of
Corporation Finance
Office of Industrial
Applications and
Services
cc: Ralph V. De Martino, Esq.
Barry I. Grossman

Show Raw Text
<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 12, 2025

Jack Stover
Chief Executive Officer
NorthView Acquisition Corporation
207 West 25th St, 9th Floor
New York, NY 10001

Ben Hwang
Chief Executive Officer
Profusa, Inc.
626 Bancroft Way
Suite A
Berkeley, CA 94710

 Re: NorthView Acquisition Corporation
 Amendment No. 13 to Registration Statement on Form S-4
 Filed May 9, 2025
 File No. 333-269417
Dear Jack Stover and Ben Hwang:

 We have reviewed your amended registration statement and have the
following
comment.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments.

Amendment No. 13 to Registration Statement on Form S-4 filed May 9, 2025
Experts, page 299

1. We note your Item 4.01 Form 8-K filed on May 2, 2025, regarding the
resignation of
 Marcum and engagement of CBIZ CPAs P.C. for the Registrant. Please
provide the
 Item 304 disclosures in your Form S-4 pursuant to Item 14(i) of Form
S-4. In
 addition, please tell us whether there was a similar change in
accountants for Profusa,
 May 12, 2025
Page 2

 Inc. If so, please refer to General Instruction L.2. of Form S-4 and
provide the
 disclosures and Exhibit 16 letter required by Item 304 of Regulation S-K
for Profusa,
 Inc.
 Please contact Nudrat Salik at 202-551-3692 or Jeanne Baker at
202-551-3691 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Jane Park at 202-551-7439 or Katherine Bagley at 202-551-2545 with any
other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Industrial
Applications and
 Services
cc: Ralph V. De Martino, Esq.
 Barry I. Grossman
</TEXT>
</DOCUMENT>