Tivic Health CEO Corrects Vesting Schedule for 85,000-Share Option

Rhea-AI Filing Summary

Jennifer Ernst, Chief Executive Officer and Director of Tivic Health Systems, Inc. (TIVC), amended a prior Form 4 to correct the vesting schedule for a stock option grant. The amendment shows a grant of an employee stock option to purchase 85,000 shares of common stock at an exercise price of $3.32 with a transaction date of 08/06/2025. The option is exercisable under a corrected vesting schedule: 25% vests on the first anniversary of the grant and the remaining 75% vests in twelve equal quarterly installments so that 100% vests by the fourth anniversary. Following the reported transaction, Ms. Ernst beneficially owns 85,000 underlying shares directly.

Positive

• Corrective disclosure filed to amend an administrative error, improving transparency
• Clear vesting schedule confirmed: 25% at one year, then quarterly over three years

Negative

• None.

Insights

Executive Compensation Analyst

TL;DR: CEO amended filing corrects option vesting to a standard four-year schedule for 85,000 options at $3.32.

The amendment clarifies an administrative error in the original Form 4 and confirms the award structure: a single grant of 85,000 employee stock options with a $3.32 exercise price and a typical four-year vesting pattern (25% after one year, then quarterly over three years). This is a routine executive equity grant amendment to align disclosure with the actual award terms. The filing is informational and does not report cash proceeds or sales; it updates beneficial ownership disclosure to show 85,000 underlying shares owned directly after the reported transaction.

Corporate Governance Expert

TL;DR: Amendment corrects disclosure; no new material transaction beyond the original grant details.

The Form 4/A addresses a clerical error in vesting schedule disclosure and restates the option terms. From a governance perspective, correcting public filings is standard practice to maintain transparency. The corrected vesting timeline is explicit and aligns with common executive incentive designs. The amendment does not introduce additional transactions or changes to ownership beyond clarifying vesting mechanics.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Ernst Jennifer

(Last) (First) (Middle)

47685 LAKEVIEW BOULEVARD

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive 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		85,000		(1)	08/05/2035	Common Stock	85,000	$0.00	85,000	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	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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Jennifer Ernst report on Form 4/A for TIVC?

The filing amends a prior Form 4 to correct the vesting schedule for an 85,000-share employee stock option with a $3.32 exercise price, transaction date 08/06/2025.

How does the corrected vesting schedule for the TIVC option work?

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

What is Jennifer Ernst's role at Tivic Health Systems reported on the form?

The reporting person is listed as a Director and the Chief Executive Officer of Tivic Health Systems, Inc.

How many shares does Ms. Ernst beneficially own following the reported transaction?

The Form 4/A reports beneficial ownership of 85,000 shares underlying the option, held directly.

When was the amendment filed and signed?

The original Form 4 was filed on 08/08/2025 and this Amendment No. 1 was signed by Jennifer Ernst on 08/22/2025.