Welcome to our dedicated page for VivoSim Labs SEC filings (Ticker: VIVS), 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.
The VivoSim Labs, Inc. (VIVS) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. As a Nasdaq‑listed pharmaceutical and biotechnology services company, VivoSim Labs uses these filings to report on corporate governance, executive compensation, auditor ratification, board elections and other matters relevant to stockholders.
Core documents include annual proxy statements on Schedule 14A, where the company outlines items such as the election of directors, the ratification of its independent registered public accounting firm, advisory votes on executive compensation and the frequency of say‑on‑pay votes. These materials also summarize aspects of VivoSim Labs’ governance framework, including board composition, independence, committee structure and compensation practices.
Current reports on Form 8‑K provide timely disclosure of specific events, such as the appointment of key executives. For example, VivoSim Labs has filed an 8‑K describing the appointment of a Chief Commercial Officer, including information about the role, background and related compensatory arrangements. Another 8‑K reports the results of the company’s annual meeting of stockholders, detailing vote counts for director elections, auditor ratification and advisory proposals.
On Stock Titan, these filings are supplemented with AI-powered summaries that explain the significance of each document in clear language. Users can quickly understand the outcomes of stockholder votes, changes in leadership roles and the structure of executive compensation without reading every page of the underlying filing. The page also surfaces Forms 10‑K and 10‑Q when available, along with Forms 4 and other ownership reports, enabling investors to review periodic reporting and insider transaction disclosures with AI‑generated highlights and context.
VivoSim Labs, Inc. reported receiving a Nasdaq notice on July 20, 2026 after its Form 10-K for the period ended March 31, 2026 showed stockholders’ equity of $(1,099,000), below the $2,500,000 minimum required under Nasdaq Listing Rule 5550(b)(1) and without meeting alternative market value or net income standards.
The company has 45 days, until September 3, 2026, to submit a compliance plan, and Nasdaq may grant up to 180 days from July 20, 2026 to regain compliance if the plan is accepted. Management highlights subsequent events—a $5.0 million milestone payment from Eli Lilly, a private placement generating about $4.0 million, and warrant exercises that increased equity by roughly $5.1 million—which together have raised stockholders’ equity to above $2.5 million. The common stock continues to trade on the Nasdaq Capital Market under the symbol VIVS, with 12,057,789 shares outstanding as of the report date.
VivoSim Labs, Inc. entered into a securities purchase agreement with a single accredited institutional investor for a private placement of pre-funded warrants to purchase up to 4,705,883 shares of common stock and accompanying common warrants to purchase up to 4,705,883 shares, at a combined purchase price of $0.85 per share and warrant, for gross proceeds of approximately $4.0 million, before fees. Pre-funded warrants are exercisable immediately at $0.001 per share and remain outstanding until exercised; common warrants have a $0.85 exercise price, become exercisable after stockholder approval, and expire five years from their initial exercise date.
The company expects closing on or about July 17, 2026 and plans to use net proceeds for working capital and general corporate purposes. Warrant exercises are subject to beneficial ownership limits of 9.99% for pre-funded warrants and 4.99% for common warrants, adjustable up to 9.99% with 61 days’ notice. VivoSim agreed to a 60‑day restriction on new equity issuances after effectiveness of a resale registration statement and will pay A.G.P./Alliance Global Partners a 6.50% cash fee on gross proceeds. Separately, 520,833 existing May 2024 Armistice Capital warrants will be repriced to $0.85 per share and extended to five years after stockholder approval, subject to that approval.
VivoSim Labs, Inc. is repositioning as a pharmaceutical and biotechnology services company, providing toxicology testing of drugs and candidates in 3D human liver and intestine tissue models using its NAMkind platform. At a scientific conference, the liver platform showed 87.5% sensitivity and 100% specificity on challenging liver‑toxicity cases.
The company previously focused on FXR314 for inflammatory bowel disease but sold its FXR program to Eli Lilly in March 2025 for $10.0 million upfront, including $1.0 million in escrow, plus up to $50.0 million in potential milestones; a $5.0 million development milestone was received in July 2026. VivoSim reports a broad IP portfolio with 39 issued U.S. patents and more than 50 issued international patents.
Financially, as of March 31, 2026, current assets were about $6.6 million and current liabilities $2.8 million, for working capital of $3.8 million. The company recorded a $11.5 million operating loss for 2026 and an accumulated deficit of $356.0 million. Management and the auditor highlight substantial doubt about its ability to continue as a going concern without additional capital. Non‑affiliate equity was valued at $7,538,844 as of September 30, 2025, and there were 3,494,071 shares outstanding on July 10, 2026.
VivoSim Labs, Inc. ownership disclosure: Esousa Group Holdings LLC and Michael Wachs report beneficial ownership of 286,557 shares of common stock, equal to 9.9% of the class after applying a Beneficial Ownership Limitation. The filing states 2,607,962 shares outstanding as of December 31, 2025.
The reported amount excludes 2,345,022 pre-funded warrants and 3,947,369 common warrants, which cannot be exercised to exceed the 9.9% limit.
VivoSim Labs, Inc. has priced a best-efforts public offering of up to $4 million, split into two tranches. The initial tranche closed with $3 million of gross proceeds through a mix of common stock and pre-funded warrants, each paired with common warrants.
The initial closing included 286,557 common shares and 2,345,022 pre-funded warrants, plus 3,947,369 common warrants with a $1.71 exercise price. Net proceeds of about $2.5 million will support working capital, R&D, regulatory, legal, and potential technology acquisitions. A second $1 million tranche may follow if share price and trading volume conditions are met.
VivoSim Labs, Inc. is registering up to 3,508,772 shares of common stock (or up to 3,508,772 pre-funded warrants in lieu thereof) and related warrants, plus placement agent warrants, in a best-efforts offering comprised of two tranches.
The Initial Tranche covers the sale of 286,557 shares and 2,345,022 pre-funded warrants (with 1.5 common warrants per share/pre-funded warrant) at combined prices of $1.14 and $1.139, respectively, and common warrants issued with a $1.71 exercise price. A Second Tranche of up to $1,000,000 may close 30 days later if specified market-volume and price conditions are met. The common warrants are immediately exercisable, expire five years after issuance, permit cashless exercise (subject to a Black‑Scholes formula and a $0.01 floor), and the company is registering up to 250% of shares issuable upon exercise to help cover potential cashless exercises. Proceeds are intended for working capital and general corporate purposes; estimated net proceeds from the Initial Tranche are approximately $3.3 million after placement agent fees and expenses.
VivoSim Labs, Inc. is registering up to $4,000,000 of securities in a best efforts public offering of up to 2,366,862 shares of common stock (or pre-funded warrants in lieu of common stock), sold together with 3,550,293 common warrants. The common warrants are exercisable at 120% of the combined offering price, include anti-dilution and a cashless exercise feature that can significantly increase the number of shares issued. The deal is split into an Initial Tranche of up to $3,000,000 and a conditional Second Tranche of up to $1,000,000. As of December 31, 2025, VivoSim had 2,607,962 shares outstanding, rising to about 4,974,824 shares if the offering is fully subscribed, excluding warrant exercises. The company expects net proceeds of roughly $3.4 million at the assumed $1.69 price, to fund working capital, R&D, regulatory, IP and general corporate purposes. Management warns of substantial dilution risk from the warrants’ cashless exercise mechanics and states that current cash, without this capital raise, is not sufficient to fund operations beyond mid-2026, with a going-concern explanatory paragraph in the latest audit report.
VivoSim Labs, Inc. is registering up to 2,366,862 shares of common stock, or pre-funded warrants in lieu of those shares, in a best efforts public offering bundled with common warrants. The structure also registers the underlying shares for the pre-funded, common and placement agent warrants.
The company plans to raise up to $4,000,000 in common stock or pre-funded warrants and up to $15,000,000 in common shares underlying warrants, sold at an assumed combined price of $1.69. The deal is split into a $3,000,000 Initial Tranche and a conditional $1,000,000 Second Tranche.
VivoSim provides 3D human tissue-based toxicology services and is advancing an IBD drug program after selling its FXR314 program for $10.0 million. It reports an accumulated deficit of $350.2 million and warns of substantial doubt about its ability to continue as a going concern without new capital; net proceeds of about $3.4 million are earmarked for working capital and general corporate purposes.