Form 4: VANI insider buys 3.7M shares; ownership now 26.15M

Rhea-AI Filing Summary

Vivani Medical (VANI) director and 10% owner Gregg G. Williams reported purchasing 3,703,703 shares of common stock on 10/27/2025 at $1.62 per share in a private sale transaction under a Share Purchase Agreement dated 10/26/2025. The transaction totaled $5,999,998.86.

Following the trade, Williams beneficially owned 26,150,015 shares, comprising 4,799,200 held directly and 21,350,815 held indirectly.

Insights

Insider Transactions Analyst

Large insider purchase increases a director/10% owner’s stake; signals stronger alignment and higher insider concentration.

Gregg G. Williams, a director and 10% owner of Vivani Medical, Inc. (VANI), purchased 3,703,703 common shares on 10/27/2025 in a private sale under a Share Purchase Agreement dated 10/26/2025 at $1.62 per share. The filing lists gross proceeds of $5,999,998.86 for this transaction. Following the purchase, beneficial ownership totals 26,150,015 shares, consisting of 4,799,200 direct and 21,350,815 indirect holdings.

The indirect holdings span several entities: Gregg G. Williams 2006 Trust, Williams International Co. LLC, Sam Williams Family Investments LLC, and Sam B. Williams 1995 Generation-Skipping Trust, with Gregg Williams holding voting and dispositive power over these shares. This concentrates voting influence and strengthens insider alignment with equity outcomes.

Key items to watch: any subsequent ownership updates or related agreements that affect control dynamics. The Share Purchase Agreement dated 10/26/2025 is the operative document for this transaction. Monitor future Section 16 or Schedule 13 filings for changes in holdings or control over the 26,150,015 shares.

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^*

Williams Gregg

(Last) (First) (Middle)

C/O VIVANI MEDICAL, INC.

1350 S. LOOP ROAD

(Street)

ALAMEDA CA 94502

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vivani Medical, Inc. [ VANI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/27/2025

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

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
Common Stock	10/27/2025		P(1)		3,703,703	A	$1.62	21,350,815	I	See footnote(2)
Common Stock								4,799,200	D

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

Explanation of Responses:

1. The reporting person purchased 3,703,703 shares of the Issuer's common stock in a private sale transaction as disclosed in the Share Purchase Agreement dated as of October 26, 2025 at a price of $1.62 per share, which was the last reported sale price of the Issuer's common stock on the Nasdaq on October 24, 2025. The gross proceeds from this private sale transaction were $5,999,998.86. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased in the transaction set forth in this footnote.

2. The reporting person owns 26,150,015 shares directly and/or indirectly as follows: (i) 4,799,200 shares of common stock owned by the reporting person, (ii) 19,225,063 shares of common stock owned by Gregg G. Williams 2006 Trust, (iii) 1,212,856 shares of common stock owned by Williams International Co. LLC, (iv) 181,587 shares of common stock owned by Sam Williams Family Investments LLC, and (v) 731,309 shares of common stock owned by Sam B. Williams 1995 Generation-Skipping Trust. Gregg Williams has voting and dispositive power over all of these shares.

	/s/ Anthony Baldor, Attorney-in-fact	10/28/2025
	** 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 insider transaction was reported for VANI?

Gregg G. Williams purchased 3,703,703 shares of Vivani Medical common stock on 10/27/2025 at $1.62 per share in a private sale.

What was the total value of the VANI insider purchase?

The transaction totaled $5,999,998.86.

What is Gregg G. Williams’ ownership in VANI after the trade?

He beneficially owned 26,150,015 shares after the transaction.

How is the post-transaction ownership structured?

Post-trade holdings include 4,799,200 shares held directly and 21,350,815 held indirectly.

What was the Form 4 transaction code for the VANI trade?

The transaction code was P (purchase), with a footnote indicating a private sale transaction.

What agreement governed the VANI share purchase?

A Share Purchase Agreement dated 10/26/2025.

What roles does the reporting person hold at Vivani Medical (VANI)?

Gregg G. Williams is a Director and a 10% Owner.