---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-032518"
form_type: "8-K"
ticker: "VBIO"
cik: "0001787740"
company_name: "Valion Bio, Inc."
filed_at: "2023-07-11T23:59:59+00:00"
generated_at: "2026-06-13T10:09:29.914251+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Tivic Health prices $1.8M public offering of 32.5M shares at $0.055/share

## Summary
- Sold 32.5M shares at $0.055/share; gross proceeds ~$1.8M, net ~$1.6M after fees and expenses.
- Maxim Group received 8% cash fee ($143K) and warrants for 1.3M shares at $0.066 exercise price.
- Net proceeds will be used for working capital and general corporate purposes.
- Offering closed July 11, 2023; officers and directors subject to 30-day lock-up agreements.
- Offered under effective shelf registration on Form S-3 (file 333-269494).

## SEC filing metadata
- accession: 0000950170-23-032518
- form_type: 8-K
- ticker: VBIO
- cik: 0001787740
- company_name: Valion Bio, Inc.
- filed_at: 2023-07-11T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1787740/000095017023032518/0000950170-23-032518-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1787740/000095017023032518/tivc-20230710.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-032518
- JSON: https://secwatch.observer/filing/0000950170-23-032518.json
- Plain text: https://secwatch.observer/filing/0000950170-23-032518.txt

## Key facts
- Material Agreements
  Valion Bio, Inc. entered into Purchase Agreement with the Purchasers valued at approximately $1.8 million (effective 2023-07-10).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: the Purchasers
  - Value: approximately $1.8 million
  - Effective: 2023-07-10
  source text: On July 10, 2023, Tivic Health Systems, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Purchase Agreement”) with the investors named on the signature pages thereto (the “Purchasers”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1787740/000095017023032518/0000950170-23-032518-index.htm
- Material Agreements
  Valion Bio, Inc. entered into Placement Agency Agreement with Maxim Group LLC (effective 2023-07-10).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: Maxim Group LLC
  - Effective: 2023-07-10
  source text: On July 10, 2023, the Company and Maxim entered into a Placement Agency Agreement (the “Placement Agency Agreement”), pursuant to which, as compensation for services rendered by the Placement Agent in connection with the Offering, the Company paid the Placement Agent an aggregate cash fee of 8.0% of the aggregate gross proceeds of the Offering (amounting to $143,000) at closing, as well as $90,000 for the reimbursement of certain of the Placement Agent’s expenses.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1787740/000095017023032518/0000950170-23-032518-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.