[8-K] PetVivo Holdings, Inc. Reports Material Event

Rhea-AI Filing Summary

PetVivo Holdings (PETV) expanded its Board to eight directors and appointed Josh Ruben, effective October 28, 2025. Ruben, age 39, was deemed “independent” under Exchange Act rules and will serve until the next annual meeting and until a successor is elected and qualified.

Ruben is Managing Director of Life Sciences at Trinity Capital and previously led Life Science Tools and Diagnostics coverage at RBC Capital Markets after nine years at Wells Fargo Securities. His compensation will align with the Company’s non-employee director program on a pro‑rated basis. He has no disclosed related-party transactions or family relationships with current directors or officers and has not yet been appointed to any committees.

Insights

Corporate Governance Analyst

Board expanded to eight; independent director with life sciences financing expertise appointed.

The Board of **PetVivo Holdings, Inc.** increased its size from seven to eight and appointed **Josh Ruben** as an independent director effective October 28, 2025. He will serve until the next annual meeting and has no related-party ties or family relationships. Compensation aligns with the existing non‑employee director program, pro‑rated for service time.

Mr. Ruben’s background includes leadership in venture lending at **Trinity Capital** and prior investment banking roles at **RBC Capital Markets** and **Wells Fargo Securities**, focused on life sciences. This adds capital markets and transaction experience to the Board, which can strengthen oversight of financing and strategic transactions. The Board’s affirmative independence determination aligns with Exchange Act standards and supports governance quality.

No committee assignment has been made at this time, which tempers near‑term operational impact of the appointment. Practical items to watch include any subsequent committee placement and disclosures at the next annual meeting timing, as his current term runs through that meeting. The attached press release dated October 28, 2025 provides the public announcement.

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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 Exchange Act of 1934

October 30, 2025

Date of Report (Date of earliest event reported)

PETVIVO HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-40715		99-0363559
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5151 Edina Industrial Blvd. Suite 575 Edina, Minnesota		55439
(Address of principal executive offices)		(Zip Code)

(952) 405-6216

Registrant’s telephone number, including area code

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	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
Common Stock		PETV		OTCQX
Warrants		PETVW		OTCID

Indicate by check mark whether the registrant is an emerging growth company 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.

Effective as of October 28, 2025, the Board of Directors of PetVivo Holdings, Inc. (the “Company”) increased the size of the Board from seven directors to eight directors and appointed Josh Ruben as a member of the Board. Mr. Ruben, age 39, will serve until the next annual meeting of shareholders of the Company and until his successor is duly elected and qualified, or until his earlier death, resignation or removal. The Board has affirmatively determined that Mr. Ruben is “independent” under the rules and regulations of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Mr. Ruben is the Managing Director of Life Sciences at Trinity Capital where he focuses on venture lending to healthcare companies. Mr. Ruben joined Trinity after twelve years of investment banking, most recently for three years at RBC Capital Markets where he was Head of Life Science Tools and Diagnostics coverage and prior to RBC, for nine years at Wells Fargo Securities where he was a Director of Investment Banking. He is a published expert in corporate finance with a background in economics. He holds degrees from Pomona College and Harvard Business School. Mr. Ruben’s long track record of successful experiences in analyzing life sciences companies, capital investments and his overall finance background, including executing billions of dollars of M&A and securities transactions, are material factors regarding his qualifications to serve on the Board of Directors of the Company.

Mr. Ruben’s compensation for service as a non-employee director will be consistent with that of the Company’s other non-employee directors, as pro-rated for his time of service as a director. The non-employee director compensation program was recently released and is described in the Company’s Current Report on Form 8-K filed on October 8, 2025, with the Securities and Exchange Commission.

There are no arrangements or understandings between Mr. Ruben and any other persons pursuant to which he was selected as a director of the Company and there are no transactions or proposed transactions in which Mr. Ruben has a direct or indirect interest requiring disclosure under Item 404(a) of Regulation S-K or Item 5.02(d) of Form 8-K. Mr. Ruben does not have any family relationship with any of the Company’s directors or executive officers or any persons nominated or chosen by the Company to be a director or executive officer.

At this time, Mr. Ruben has not been appointed to any committees.

The press release announcing his appointment is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1	Press Release dated October 28, 2025
104	Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

	PETVIVO HOLDINGS, INC.
Date: October 30, 2025	By:	/s/ John Lai
	Name:	John Lai
	Title:	Chief Executive Officer

FAQ

What did PetVivo (PETV) announce in this 8-K?

The Board increased from seven to eight directors and appointed Josh Ruben effective October 28, 2025.

Is Josh Ruben considered independent under SEC rules?

Yes. The Board determined that Mr. Ruben is independent under Exchange Act rules.

How long will Josh Ruben serve on PetVivo’s Board?

He will serve until the next annual meeting and until a successor is elected and qualified.

What is Josh Ruben’s background?

He is Managing Director of Life Sciences at Trinity Capital and previously held senior investment banking roles at RBC Capital Markets and Wells Fargo Securities.

Will Ruben join any Board committees at PetVivo (PETV)?

At this time, he has not been appointed to any committees.

How will Josh Ruben be compensated as a director?

His compensation will be consistent with other non-employee directors and pro-rated for his service period.

Are there any related-party transactions disclosed for Ruben?

No. The filing states no transactions requiring disclosure and no family relationships with directors or officers.