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Tivic Health Systems Inc SEC Filings

TIVC NASDAQ

Welcome to our dedicated page for Tivic Health Systems SEC filings (Ticker: TIVC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Valion Bio, formerly Tivic Health Systems, files SEC reports that document its biopharmaceutical transformation, Nasdaq-listed common stock, governance matters, and material corporate events. Recent 8-K filings cover the completed corporate name change and VBIO ticker, executive appointments, annual results disclosure, Nasdaq listing compliance matters, and material agreements involving Velocity Bioworks.

The company’s proxy materials describe annual meeting proposals, director elections, equity incentive plan matters, and stockholder voting mechanics. Registration statements and periodic disclosures address securities offerings, emerging-growth and smaller-reporting-company status, capital structure, risk factors, Entolimod and Entolasta development, and the CDMO operations of Velocity Bioworks.

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Tivic Health Systems, Inc. director Sheryle Bolton purchased 10,000 shares of Common Stock in an open-market transaction at $1.04 per share. Following this purchase, she holds 10,000 shares directly.

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Tivic Health Systems, Inc. is registering for resale up to 956,222 shares of its common stock held by Tumim Stone Capital, LLC, consisting of 519,210 shares issuable under a Common Stock Purchase Agreement and 437,012 shares issuable upon exercise of a pre-funded warrant. The company will not receive proceeds from Tumim’s resale, though it may receive proceeds if it elects to sell shares to Tumim under the Purchase Agreement—the Purchase Agreement provides for up to $50.0 million of purchases over a 24-month commitment period, subject to an Exchange Cap, VWAP-based pricing formulas, and a beneficial ownership blocker (initially 4.99%, elected to 9.99%). Shares outstanding used in this prospectus: 2,877,926 prior and 3,834,148 after the assumed issuance described herein.

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Tivic Health Systems, Inc. is registering 956,222 shares of common stock for resale by Tumim Stone Capital under an equity line arrangement. The shares include 519,210 shares that Tivic may sell to Tumim under a $50.0 million common stock purchase agreement and 437,012 shares issuable on exercise of a commitment pre-funded warrant.

Tivic will not receive proceeds from Tumim’s resale of these shares but may raise up to $50.0 million by selling stock to Tumim over 24 months, subject to ownership and Nasdaq exchange caps. If all 956,222 shares were issued, they would equal about 24.94% of the 3,834,148 shares assumed outstanding. The company has pivoted from bioelectronic devices to a late-stage biopharmaceutical focus around its TLR5 agonist Entolimod, launched CDMO subsidiary Velocity Bioworks, and executed significant reverse stock splits to maintain its Nasdaq listing.

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Tivic Health Systems director Christina Rizopoulos Valauri made an open-market purchase of company stock. She bought 19,000 shares of Tivic Health Systems, Inc. Common Stock on April 1, 2026 at a price of $0.9478 per share. After this transaction, she directly owns 19,000 shares.

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Tivic Health Systems, Inc. files its annual report outlining a major pivot from bioelectronic consumer devices to a late-stage biopharmaceutical strategy centered on Entolimod, a TLR5 agonist for Acute Radiation Syndrome and oncology-related complications such as neutropenia and thrombocytopenia. The company licensed Entolimod and next‑generation compound Entolasta in 2025 and created a CDMO subsidiary, Velocity Bioworks, supported by a financing package exceeding $90 million. Tivic reports net losses, an accumulated deficit and states there is substantial doubt about its ability to continue as a going concern, while also disclosing a material weakness in internal controls due to limited accounting staff. As of March 17, 2026, it had 2,877,926 shares outstanding and 52 employees, and is pursuing ARS and oncology opportunities, including potential U.S. government procurement for the Strategic National Stockpile.

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Tivic Health Systems reported its full-year 2025 results and highlighted a major strategic shift into immunotherapy centered on its Entolimod™ platform and next-generation molecule Entolasta™. Management described 2025 as a defining year, securing global rights to Entolimod and advancing regulatory and development readiness.

The company is prioritizing Entolimod for acute radiation syndrome while planning to extend into oncology supportive care, initially targeting neutropenia via physician-sponsored trials expected later in the year. Through its Velocity Bioworks subsidiary, Tivic is vertically integrating manufacturing, positioning it as a standalone CDMO to both lower internal costs and pursue third-party revenue opportunities.

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Tivic Health Systems, Inc. reported that Nasdaq has notified the company it is not in compliance with the Nasdaq Capital Market’s minimum bid price rule because its common stock closed below $1.00 per share for at least 30 consecutive business days. The stock remains listed for now, and Tivic has 180 days from March 19, 2026, through September 15, 2026, to regain compliance by having its closing bid at or above $1.00 for at least 10 consecutive business days. If it fails to do so, Nasdaq may grant an additional 180‑day grace period if other listing standards are met and Tivic indicates an intent to cure the deficiency; otherwise the shares could be subject to delisting, with a right of appeal.

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Tivic Health Systems, Inc. Chief Financial Officer Lisa G. Wolf exercised restricted stock units that converted into 92 shares of Common Stock on March 18, 2026. The shares were acquired at a conversion price of $0.00 per share, reflecting compensation rather than an open-market purchase.

Following the transactions, Wolf directly holds 526 shares of Common Stock and 643 Restricted Stock Units. The filing notes these figures reflect a 1-for-17 reverse stock split completed on March 7, 2025, and that the RSUs vest over three years from December 18, 2023.

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Tivic Health Systems, Inc., through its wholly owned subsidiary Velocity Bioworks, Inc. (VBI), has committed to new facilities in San Antonio, Texas via three long-term agreements. VBI entered an eight-year lease for an approximately 8,024 sq ft microbial building with aggregate base rent of about $5.34 million and a one-time option to extend for five years, plus an exclusive option to purchase the building and property for $12.5 million during the first 24 months. VBI also signed a 102‑month lease for an approximately 20,144 sq ft mammalian facility with aggregate base rent of about $6.29 million. In addition, VBI agreed to a 110‑month sublease for about 8,122 sq ft of office space at the same property, with starting monthly base rent of $31,044.94; this office will serve as the company’s new principal executive office. For all three agreements, VBI will also pay its share of operating expenses, taxes and utilities.

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FAQ

How many Tivic Health Systems (TIVC) SEC filings are available on StockTitan?

StockTitan tracks 62 SEC filings for Tivic Health Systems (TIVC), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Tivic Health Systems (TIVC)?

The most recent SEC filing for Tivic Health Systems (TIVC) was filed on April 20, 2026.