Vivos Therapeutics Reports Nasdaq Confirmation of Compliance with Continued Listing Shareholders’ Equity Standard

The preferred stock issued in the SOD transaction is expected to add more than $10 million to equity, subject to accounting and review.

Rhea-AI Summary

Vivos Therapeutics (Nasdaq: VVOS) received Nasdaq confirmation that it currently meets the minimum stockholders’ equity requirement for continued listing. The October 20, 2026 letter confirmed compliance with Rule 5550(b)(1), which requires at least $2.5 million in equity.

Vivos previously closed its acquisition of an 11% fully diluted equity interest in SOD Sciences and 50% co-ownership of SOD’s pseudohypoxia early-warning test. It issued 12,000 Series C preferred shares with $12 million aggregate stated value, convertible at $0.15 into up to 80 million common shares. Conversion is subject to a 19.99% exchange cap pending stockholder approval to lift it and an initial 4.99% beneficial ownership limit.

Vivos expects an equity increase exceeding $10 million, subject to final purchase price accounting and independent accountant review. Failure to demonstrate compliance in its next periodic report could lead to delisting.

3 points · 2 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 4 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major pointNasdaq compliance restored with the continued-listing requirement for at least $2.5 million in stockholders’ equity.
• Major pointCompleted SOD acquisition adds an 11% fully diluted equity interest and 50% co-ownership of its pseudohypoxia early-warning test.
• Minor point. Forward-looking: it has not happened yet and may not happen.Stockholders’ equity increase exceeding $10 million is expected from the preferred stock.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.12,000 Series C preferred shares with $12,000,000 aggregate stated value permit dilution into up to 80,000,000 common shares at $0.15. 4.2× market cap
• Moderate point. Forward-looking: it has not happened yet and may not happen.Potential delisting remains if Vivos fails to demonstrate compliance upon filing its next periodic report.
• Minor pointConversion restrictions include a 19.99% exchange cap pending stockholder approval to lift it and an initial 4.99% beneficial ownership limitation.
• Minor point. Forward-looking: it has not happened yet and may not happen.Expected equity increase remains subject to final purchase price accounting and independent registered public accounting firm review.

Key Figures

Minimum stockholders’ equity: $2.5 million Preferred stock stated value: $12,000,000 Potential equity increase: More than $10 million +3 more

Minimum stockholders’ equity

$2.5 million

Nasdaq Listing Rule 5550(b)(1) continued-listing requirement

Preferred stock stated value

$12,000,000

Aggregate stated value of the Series C preferred stock issued in the SOD transaction

Potential equity increase

More than $10 million

Expected from the transaction, subject to purchase price accounting and independent review

Conversion shares

Up to 80,000,000 shares

Common shares issuable upon conversion of the Series C preferred stock

Exchange cap

19.99%

Cap on conversion pending stockholder approval to lift it

Beneficial ownership limitation

4.99%

Initial limitation applicable to conversion

Historical Context

1 past event · Latest: Oct 15

1 event

1. Oct 15

   SOD acquisition agreement

   24h Move

   +6.6%

   Outlined the SOD stake and test interest, with expected equity increase supporting Nasdaq compliance.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

convertible preferred stock, beneficial ownership limitation

2 terms

convertible preferred stock financial

"12,000 shares of Series C Convertible Preferred Stock"

Convertible preferred stock is a special class of company shares that pays priority, usually fixed, payments to holders and can be exchanged later for a set number of common shares. It matters to investors because it combines steady income and added protection with the chance to share in a company’s upside; think of it as a hybrid between a bond that pays regularly and an option to convert into growth-oriented stock, where the conversion rules influence both potential gains and how much common shareholders’ ownership may be reduced.

beneficial ownership limitation regulatory

"an initial 4.99% beneficial ownership limitation"

A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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LITTLETON, Colo., Oct. 21, 2026 (GLOBE NEWSWIRE) -- Vivos Therapeutics, Inc. (“Vivos” or the “Company”) (Nasdaq: VVOS), a medical device and healthcare services company focused on developing and commercializing diagnostic and treatment methods for patients with obstructive sleep apnea (“OSA”) and other breathing and sleep-related health conditions, today announced receipt of a letter from the Listing Qualifications staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) on October 20, 2026 stating that the Company currently complies with Listing Rule 5550(b)(1), requiring the Company to maintain stockholders’ equity of at least $2.5 million.

The Company previously reported the closing of its acquisition of an 11% fully diluted equity interest in SOD Sciences, Inc. (“SOD”) and a 50% undivided co-ownership interest in SOD’s pseudohypoxia early-warning test. As part of the transaction, the Company issued 12,000 shares of Series C Convertible Preferred Stock with an aggregate stated value of $12,000,000. The preferred stock is convertible at a fixed conversion price of $0.15 per share into up to 80,000,000 shares of common stock, subject to a 19.99% exchange cap, pending stockholder approval for lifting the cap, and an initial 4.99% beneficial ownership limitation. The preferred stock is expected to increase stockholders’ equity by more than $10 million, subject to the Company’s final purchase price accounting and review by the Company’s independent registered public accounting firm.

R. Kirk Huntsman, Chairman and Chief Executive Officer of Vivos, stated, “We are pleased to receive the compliance letter from Staff indicating that we are in compliance with Nasdaq’s Stockholders’ Equity Standard required for continued listing on the Nasdaq Capital Market. While the Company regained compliance with the stockholders’ equity requirement following the closing of the transaction with SOD, we continue executing our strategy to maintain compliance and grow our business.”

In its letter, the Staff stated that, based on the Company’s Current Report on Form 8-K filed on October 19, 2026, the Staff has determined that the Company is in compliance with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1). The letter further stated that if the Company fails to demonstrate compliance upon the filing of its next periodic report, the Company may be subject to delisting, in which case the Staff would provide written notification to the Company, which could then appeal the Staff’s determination to a Nasdaq Hearings Panel.

About Vivos Therapeutics
Vivos Therapeutics, Inc. (Nasdaq: VVOS) is a medical technology and healthcare services company dedicated to developing and commercializing innovative diagnostic and treatment methods for patients experiencing breathing and sleep issues arising from certain dentofacial abnormalities, including obstructive sleep apnea (OSA) and snoring in adults. Vivos’ devices have been cleared by the U.S. Food and Drug Administration (FDA) for adult patients diagnosed with all severity levels of OSA and moderate-to-severe OSA in children ages 6 to 17. For more information, visit www.vivos.com.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, statements regarding the expected increase in the Company’s stockholders’ equity and the anticipated accounting treatment of the Series C Convertible Preferred Stock and the acquired interests; the Company’s continued compliance with Nasdaq continued listing requirements; the anticipated revenue, margin and profit opportunities; and the projected advantages of the SOD transaction. Words such as “expects,” “believes,” “intends,” “potential,” “could,” “may,” “would,” “contemplated” and similar expressions identify forward-looking statements.

These statements are based on management’s current expectations and remain subject to risks and uncertainties that could cause actual results to differ materially, including, without limitation, the risks that: (i) the Company’s independent registered public accounting firm or Nasdaq reaches conclusions regarding the accounting treatment of the transaction or the Company’s stockholders’ equity that differ from those anticipated; (ii) the Company will be able to maintain such compliance, and the inability of the Company to maintain such compliance would lead to the delisting of the Company from Nasdaq; (iii) the Company does not regain or maintain compliance with Nasdaq’s other Nasdaq listing requirements; (iv) the anticipated revenue, margin and other benefits of the SOD transaction are not realized; (v) stockholder approval of the issuance of common stock upon conversion of the Series C Convertible Preferred Stock in excess of the exchange cap is not obtained; (vi) conversion of the Series C Convertible Preferred Stock results in dilution to existing stockholders; and (vii) the other risks described in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

Forward-looking statements speak only as of the date of this press release, and the Company undertakes no obligation to update or revise such statements as result of new information, future events, or otherwise, except as required by law.

Investor and media contact
Vivos Therapeutics, Inc.: Investor Relations, investors@vivoslife.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Has Vivos Therapeutics regained compliance with Nasdaq’s stockholders’ equity requirement?

Yes. Nasdaq’s October 20, 2026 letter confirmed that Vivos currently complies with Rule 5550(b)(1), requiring at least $2.5 million in stockholders’ equity. Nasdaq based its determination on the company’s Current Report on Form 8-K filed October 19, 2026.

What can Vivos Therapeutics do if Nasdaq determines it should be delisted?

Vivos could appeal to a Nasdaq Hearings Panel after receiving written notification of the staff’s determination. That process would apply if the company fails to demonstrate compliance when it files its next periodic report and Nasdaq determines it should be delisted.