TIVC: 8-K · amendment
Valion Bio, Inc. (VBIO) reported the results of its 2026 Annual Meeting of Stockholders held on May 28, 2026. The primary agenda item was the approval of an amendment to the company’s 2021 Equity Incentive Plan, increasing the authorized share pool by 2,581,608 shares to a total of 3,219,566 shares. Stockholders also elected Dean Zikria as a Class II director and ratified the appointment of Rosenberg Rich Baker Berman, P.A. as the independent auditor for fiscal year 2026. Additionally, shareholders approved several Nasdaq listing rule waivers related to the issuance of shares upon conversion of preferred stock and notes held by investors including 3i, LP and Tumim Stone Capital, LLC. The meeting achieved quorum with approximately 50% of the 3,139,095 outstanding common shares represented. All proposals, including the adjournment proposal, were approved by the voting stockholders.
TIVC: 10-Q · periodic report
Valion Bio reported a net loss of $6.2 million for the first quarter of 2026, driven by significant interest expense on its $16.25 million convertible note and operating costs associated with its new CDMO subsidiary, Velocity Bioworks. The company ended the quarter with $7.2 million in cash, which management stated raises substantial doubt about its ability to continue as a going concern within one year. The company received a formal notification from Nasdaq on March 19, 2026, stating that its common stock failed to meet the $1.00 minimum bid price requirement for continued listing. Valion has until September 15, 2026, to regain compliance or face potential delisting, a situation exacerbated by its recent 1-for-17 reverse stock split in March 2025. To address liquidity needs, Valion entered into an equity line of credit with Tumim Stone Capital, LLC, allowing it to sell up to $50 million in shares at its discretion. The company also validated inventory for its licensed drug Entolimod, triggering a $750,000 milestone payment to licensor Statera Biopharma, which can be paid in cash or stock.
TIVC: 8-K · earnings release
Valion Bio reported a net loss of $6.2 million for the first quarter of 2026, its first full quarter under the new corporate identity following the rebrand from Tivic Health Systems. The loss reflects increased operating expenses of $5.6 million, driven by the integration of its wholly owned manufacturing subsidiary Velocity Bioworks and continued advancement of its Entolimod platform. Cash and cash equivalents stood at $7.2 million at the end of the quarter, down from $12.6 million at the end of 2025, indicating a cash burn rate of approximately $5.4 million per quarter. The company highlighted ongoing engagement with U.S. government agencies, including BARDA and NIAID, regarding the potential procurement of Entolimod as a medical countermeasure for Acute Radiation Syndrome. Valion Bio also noted the completion of its corporate transformation, including the change of its Nasdaq listing symbol from TIVC to VBIO. Management stated that the company is evaluating capital alternatives to support continued execution against pipeline, regulatory, and manufacturing milestones.
TIVC: DEF 14A · proxy statement
Valion Bio has scheduled its 2026 annual meeting, where stockholders will vote on proposals critical to the company's capital structure, including the approval of substantial new financing arrangements. The board recommends voting 'For' all proposals to support the company's need for working capital and growth. The board is seeking approval to issue common stock in connection with a $75 million Series C Preferred offering, a $16.25 million convertible note with 3i, LP, an $8.4 million Series B Preferred offering, and a $50 million equity line of credit with Tumim Stone Capital. These proposals aim to eliminate Nasdaq listing rule caps that currently limit share issuances, though the company warns that full conversion of the Series C Preferred could dilute current stockholders by up to 99.41%. Additionally, the meeting will cover the ratification of Rosenberg Rich Baker Berman, P.A. as the independent auditor for the fiscal year ending December 31, 2026, and the re-election of Dean Zikria as a Class II director. Stockholders are also asked to approve an amendment to the 2021 Equity Incentive Plan to authorize an additional 2.58 million shares.
Tivic Health Systems Rebrands as Valion Bio, Reflecting Completed Transformation into a Late-Stage Biopharmaceutical Company with Government-Backed Asset and Potential Multiple Revenue Stream Model
Tivic Health Systems is rebranding to Valion Bio and changing its ticker symbol to VBIO effective April 28, 2026, completing a strategic pivot from consumer medical devices to late-stage biopharmaceuticals. The company is advancing Entolimod, a TLR5 agonist with FDA Fast Track and Orphan Drug designations, toward potential procurement by the U.S. Strategic National Stockpile for Acute Radiation Syndrome while targeting oncology supportive care trials in 2026. Valion Bio's strategy includes its subsidiary Velocity Bioworks, acquired for $16.3 million, which provides domestic manufacturing and is scaling up to serve as a revenue-generating CDMO.
