TIVC Form 4/A Corrects Vesting Schedule for CFO 80,000-Option Grant

Rhea-AI Filing Summary

Tivic Health Systems insider amendment: This Form 4/A reports a corrected disclosure for an equity award to Lisa G. Wolf, Chief Financial Officer and director. The amendment fixes an administrative error in the original filing and confirms an employee stock option granted on 08/06/2025 for 80,000 shares of common stock with an exercise price of $3.32. The option vests 25% on the first anniversary of the grant and the remaining 75% in 12 equal quarterly installments, fully vesting on the fourth anniversary; the option expires 08/05/2035. The filing is signed by an attorney-in-fact and does not disclose any cash proceeds or sales.

Positive

• Amendment corrects an administrative error and clarifies the stock option vesting schedule
• Discloses full terms of the option: 80,000 shares, $3.32 exercise price, grant date 08/06/2025, expiration 08/05/2035
• Vesting structure aligns with standard retention practices (25% after one year, remainder over 12 quarterly installments)

Negative

• None.

Insights

Securities Analyst

TL;DR Routine correction clarifies vesting schedule for CFO option grant; no sales or dispositions reported.

This amendment corrects an administrative error in the original Form 4 and restates the material terms of an employee stock option granted to the reporting person. The key items disclosed are the grant date (08/06/2025), number of options (80,000), exercise price ($3.32), vesting schedule (25% at one year, remainder over 12 quarterly installments), and expiration date (08/05/2035). There are no reported dispositions or cash transactions in this filing. For investors, this is a governance and compensation disclosure rather than an economic event affecting company cash flows.

Corporate Governance Expert

TL;DR Amendment improves disclosure accuracy for executive compensation; standard long-term vesting preserves retention incentives.

The Form 4/A demonstrates corrective action to ensure accurate public disclosure of equity-based compensation for the CFO. The four-year vesting schedule with an initial 25% cliff followed by quarterly vesting is a common retention structure. The document contains no indication of accelerated vesting, accelerated exercise, or related-party transfers. The amendment enhances transparency but does not introduce new material information beyond confirming the previously reported grant terms.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wolf Lisa G

(Last) (First) (Middle)

47685 LAKEVIEW BLVD.

(Street)

FREMONT CA 94538

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tivic Health Systems, Inc. [ TIVC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/08/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Purchase)	$3.32	08/06/2025		A		80,000		(1)	08/05/2035	Common Stock	80,000	$0.00	80,000	D

Explanation of Responses:

1. This Amendment No. 1 ("Form 4/A") to the Form 4 filed by the reporting person on August 8, 2025 (the "Original Form 4") is being filed to correct an administrative error, resulting in the incorrect vesting schedule for the stock option being included in the Original Form 4. As reflected in this Form 4/A, the stock option vests as follows: (i) 25% upon the first anniversary of the grant date, and (ii) the remaining 75% in a series of twelve (12) successive equal quarterly installments, rounded downward to the nearest whole share, measured from the first anniversary of the grant date, such that 100% of the stock option will be vested upon the fourth anniversary of the grant date.

	/s/ Jennifer Ernst, attorney-in-fact	08/22/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What change does the Form 4/A for TIVC report?

The Form 4/A corrects an administrative error in the original filing and clarifies the vesting schedule for an employee stock option granted to Lisa G. Wolf.

How many options were granted to the reporting person in this filing?

The filing reports an employee stock option for 80,000 shares of common stock.

What is the exercise price and expiration date of the option?

The option has an exercise price of $3.32 and an expiration date of 08/05/2035.

What is the vesting schedule disclosed in the amendment?

The option vests 25% on the first anniversary of the grant and the remaining 75% in 12 equal quarterly installments, fully vesting on the fourth anniversary.

Does the Form 4/A report any sales or cash proceeds?

No. The filing reports an option grant and does not disclose any dispositions, sales, or cash proceeds.