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VivoSim Labs Inc S-1 Filings

VIVS NASDAQ

Every S-1 that VivoSim Labs Inc (VIVS) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A S-1 covers the registration statement a company files to sell shares publicly, so if you follow VIVS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full VIVS filings page.

Rhea-AI Summary

VivoSim Labs, Inc. is registering the resale of up to 9,411,766 shares of common stock for a selling stockholder, consisting of 4,705,883 shares underlying pre-funded warrants and 4,705,883 shares underlying common warrants. These shares are being registered for resale by Armistice Capital Master Fund Ltd., not for a primary capital raise.

The pre-funded warrants are exercisable at $0.001 per share and the common warrants at $0.85 per share, both with cashless exercise features and beneficial ownership caps of 4.99% or 9.99%, as applicable. VivoSim will not receive proceeds from any resale of shares, but may receive cash if warrants are exercised, which it plans to use for working capital and general corporate purposes. Common stock traded on the Nasdaq Capital Market under “VIVS” at $0.386 per share on July 30, 2026, with 16,763,672 shares outstanding as of July 28, 2026.

The company now operates as a pharmaceutical and biotechnology services provider using three-dimensional human liver and intestinal tissue models. It previously sold its FXR314 program for $10.0 million plus up to $50.0 million in milestones and in July 2026 received a $5.0 million development milestone payment.

Rhea-AI Summary

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.

Rhea-AI Summary

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.