{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-137269","form_type":"8-K","ticker":"VBIO","cik":"0001787740","company_name":"Valion Bio, Inc.","filed_at":"2024-05-13T23:59:59+00:00","discovered_at":"2026-05-14T18:03:20.119050+00:00","generated_at":"2026-06-02T02:35:21.703722+00:00","sec_items":["1.01","8.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Tivic Health closes $4M public offering of common stock and warrants","bullets":["Offering of 4.71M shares, Series A warrants for 4.71M shares, and Series B warrants for 7.065M shares at $0.85/unit.","Gross proceeds ~$4.0M; net proceeds ~$3.5M after fees and expenses.","Series A warrants exercisable at $0.85, expire 1 year; Series B warrants at $0.85, expire 5 years.","Placement agent Maxim Group LLC received 7% cash fee ($280k) and 188,400 placement agent warrants at $0.935.","Officers and directors subject to 90-day lock-up; company restricted from variable-rate transactions for 6 months."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-137269","json":"https://secwatch.observer/filing/0001193125-24-137269.json","markdown":"https://secwatch.observer/filing/0001193125-24-137269.md","text":"https://secwatch.observer/filing/0001193125-24-137269.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1787740/000119312524137269/0001193125-24-137269-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1787740/000119312524137269/d831053d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-02T02:35:21.703722+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"6b49c5732dadee4ab2a9734f87500cd529db99d7","claim":"Valion Bio, Inc. entered into Placement Agency Agreement with Maxim Group LLC valued at $280,245.00 (effective 2024-05-09).","evidence_excerpt":"On May 9, 2024, the Company and the Placement Agent 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 agreed to pay the Placement Agent an aggregate cash fee of 7.0% of the gross proceeds of the Offering (amounting to $280,245.00) at closing, as well as $100,000.00 for the reimbursement of certain of the Placement Agent’s expenses.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1787740/000119312524137269/0001193125-24-137269-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"underwriting"},{"label":"Counterparty","value":"Maxim Group LLC"},{"label":"Value","value":"$280,245.00"},{"label":"Effective","value":"2024-05-09"}],"fact_type":"material_agreement"},{"claim_id":"a4eac798b3696b00a96c587859cbc05c806a18a1","claim":"Valion Bio, Inc. entered into Securities Purchase Agreement with certain investors valued at approximately $4.0 million (effective 2024-05-09).","evidence_excerpt":"On May 9, 2024, Tivic Health Systems, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors (the “Investors”), pursuant to which the Company agreed to sell, issue, and deliver, in a registered public offering (the “Offering”) (i) 4,710,000 shares (“Shares”) of common stock (the “Common Stock”), par value $0.0001 per share, (ii) 4,710,000 Series A warrants (the “Series A Warrants”) to purchase up to 4,710,000 shares of Common Stock and (iii) 7,065,000 Series B warrants (the “Series B Warrants” and collectively with the Series A Warrants, the “Common Warrants”) to purchase up to 7,065,000 shares of Common Stock, to the Investors.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1787740/000119312524137269/0001193125-24-137269-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"certain investors"},{"label":"Value","value":"approximately $4.0 million"},{"label":"Effective","value":"2024-05-09"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}