[8-K] BioVie, Inc. Reports Material Event

Rhea-AI Filing Summary

BioVie Inc. (NASDAQ: BIVI) filed a Form 8-K on 17 Jul 2025 to report changes in corporate governance.

Board expansion: The Board increased from four to six directors and immediately appointed Dr. Amy S. Chappell, MD, FAAN and Kameel D. Farag. Both will receive the Company’s standard non-management director compensation.

No family relationships or related-party transactions exist between the new directors and BioVie, satisfying Item 404(a) of Regulation S-K.

Reg FD: A press release announcing the appointments was issued on 22 Jul 2025 and furnished as Exhibit 99.1; it is treated as “furnished,” not “filed,” under the Exchange Act.

The filing contains no financial results, guidance, financings, or other material transactions.

Positive

• Strengthens board independence and expertise by adding two directors with no related-party concerns.

Negative

• No immediate financial or strategic information provided, limiting the event’s materiality for investors.

Insights

Corporate Governance Analyst

TL;DR: Adding two independent directors modestly improves oversight; impact limited because no strategic or financial details were provided.

The Board’s expansion from four to six seats enhances independence and could diversify expertise, which proxy advisory firms generally view favorably. Absence of related-party dealings reduces governance risk. However, without accompanying strategic updates or operational metrics, the event is unlikely to shift valuation or risk models. Overall market impact is neutral, with a slight positive tilt for governance quality.

Portfolio Manager

TL;DR: Director appointments are routine; no change to cash flow outlook or investment thesis.

From an allocation standpoint, director changes rarely trigger portfolio action unless tied to strategic pivots. BioVie offered no guidance, pipeline update, or capital structure change. Consequently, position sizing and risk-reward metrics remain unchanged. I view this as standard housekeeping that marginally strengthens governance but does not affect equity valuation.

false 0001580149 0001580149 2025-07-17 2025-07-17 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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 EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) July 17, 2025

BioVie Inc.

(Exact Name of Registrant as Specified in Its Charter)

Nevada		001-39015		46-2510769
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

680 W Nye Lane Suite 201 Carson City, NV		89703
(Address of Principal Executive Offices)		(Zip Code)

(775) 888-3162
(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications 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
Class A Common Stock, par value $0.0001 per share	BIVI	The NASDAQ Stock Market, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.

On July 17, 2025, the Board of Directors (the “Board”) of BioVie Inc. (the “Company”) increased the size of the Board from four (4) to six (6) directors and appointed Amy S. Chappell, MD, FAAN, and Kameel D. Farag to the Board, effective immediately.

There is no arrangement or understanding between either of Dr. Chappell or Mr. Farag and any other person pursuant to which Dr. Chappell and Mr. Farag were selected as directors of the Company, nor are either of Dr. Chappell or Mr. Farag a member of the family of any executive officer of the Company or of any other director of the Company. There have been no transactions, proposed or otherwise, in which either of Dr. Chappell or Mr. Farag participated or will participate that would be required to be disclosed herein pursuant to Item 404(a) of Regulation S-K. Dr. Chappell and Mr. Farag will participate in the compensation program the Company maintains for its non-management directors.

Item 7.01 Regulation FD Disclosure

On July 22, 2025, the Company issued a press release announcing the appointment of Dr. Chappell and Mr. Farag to the Board. The press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release, dated July 22, 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.

Dated: July 23, 2025

	BIOVIE INC.
	By:	/s/ Joanne Wendy Kim
	Name:	Joanne Wendy Kim
	Title:	Chief Financial Officer

FAQ

What did BioVie (BIVI) disclose in its 17 Jul 2025 Form 8-K?

The company expanded its Board from four to six seats and appointed Dr. Amy S. Chappell and Kameel D. Farag as new directors.

Who are the new BioVie board members?

Dr. Amy S. Chappell, MD, FAAN and Kameel D. Farag joined the Board effective 17 Jul 2025.

Are there any related-party transactions involving the new directors?

No. BioVie stated that neither director has related-party dealings reportable under Item 404(a) of Regulation S-K.

Is the accompanying press release considered filed or furnished?

Exhibit 99.1 is furnished, not filed, so it is not subject to Exchange Act Section 18 liabilities.

Does the 8-K include financial results or guidance?

No financial statements, earnings data, or forward guidance were included in this report.