---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-24-041062"
form_type: "8-K"
ticker: "IVF"
cik: "0001417926"
company_name: "INVO Fertility, Inc."
filed_at: "2024-10-15T23:59:59+00:00"
generated_at: "2026-05-30T14:30:40.929104+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# INVO Bioscience completes acquisition of NAYA, changes name to NAYA Biosciences

## Summary
- NAYA stockholders receive 118,148 INVO common shares and 30,375 Series C-1 Preferred per share.
- $8.58M NAYA debt converted into 669,508 INVO common shares and 8,576 Series C-2 Preferred.
- Remaining $3.93M NAYA debt exchanged for 7% convertible debenture due December 2025.
- Name changed to NAYA Biosciences, Inc.; ticker to change from INVO to NAYA on Nasdaq.
- Dr. Daniel Teper appointed President and board director; Lyn Falconio also named to board.

## SEC filing metadata
- accession: 0001493152-24-041062
- form_type: 8-K
- ticker: IVF
- cik: 0001417926
- company_name: INVO Fertility, Inc.
- filed_at: 2024-10-15T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 5.03, 2.01, 3.02, 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/0001493152-24-041062-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-24-041062
- JSON: https://secwatch.observer/filing/0001493152-24-041062.json
- Plain text: https://secwatch.observer/filing/0001493152-24-041062.txt

## Key facts
- Executive change
  Daniel Teper was appointed as President at INVO Fertility, Inc..
  - Action: appointed
  - Role: President
  source text: the board of directors appointed Dr. Teper as President of the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/0001493152-24-041062-index.htm
- Executive change
  Daniel Teper was appointed as Director at INVO Fertility, Inc..
  - Action: appointed
  - Role: Director
  source text: the Company’s board of directors appointed Dr. Daniel Teper and Lyn Falconio as directors of the Company to fill two vacancies on the board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/0001493152-24-041062-index.htm
- Executive change
  Lyn Falconio was appointed as Director at INVO Fertility, Inc..
  - Action: appointed
  - Role: Director
  source text: the Company’s board of directors appointed Dr. Daniel Teper and Lyn Falconio as directors of the Company to fill two vacancies on the board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/0001493152-24-041062-index.htm
- Governance Changes
  INVO Fertility, Inc.: Company changed its corporate name to NAYA Biosciences, Inc. via an Amendment to Articles of Incorporation (effective 2024-10-15).
  - Change: charter amendment
  - Effective: 2024-10-15
  source text: On October 15, 2024, the Company changed its corporate name to NAYA Biosciences, Inc., pursuant to an Amendment to Articles of Incorporation filed with the Nevada Secretary of State on October 15, 2024 (the “ Name Change ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/0001493152-24-041062-index.htm
- M&A Transactions
  INVO Fertility, Inc. completed an acquisition involving NAYA Biosciences, Inc. for 118,148 shares of the Company's common stock and 30,375 shares of the Company's newly-designated Series C-1 Convertible Preferred Stock (closed 2024-10-11).
  - Action: acquisition
  - Counterparty: NAYA Biosciences, Inc.
  - Consideration: 118,148 shares of the Company's common stock and 30,375 shares of the Company's newly-designated Series C-1 Convertible Preferred Stock
  - Closing: 2024-10-11
  source text: f NAYA Biosciences, Inc., a Delaware corporation (“ NAYA ”) pursuant to an Amended and Restated Agreement and Plan of Merger by and among the Company, NAYA, and INVO Merger
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/0001493152-24-041062-index.htm
- M&A Transactions
  INVO Fertility, Inc. underwent a change of control involving NAYA Biosciences, Inc. for 118,148 shares of the Company's common stock and 30,375 shares of the Company's newly-designated Series C-1 Convertible Preferred Stock (closed 2024-10-11).
  - Action: change of control
  - Counterparty: NAYA Biosciences, Inc.
  - Consideration: 118,148 shares of the Company's common stock and 30,375 shares of the Company's newly-designated Series C-1 Convertible Preferred Stock
  - Closing: 2024-10-11
  source text: f NAYA Biosciences, Inc., a Delaware corporation (“ NAYA ”) pursuant to an Amended and Restated Agreement and Plan of Merger by and among the Company, NAYA, and INVO Merger
  evidence_url: https://www.sec.gov/Archives/edgar/data/1417926/000149315224041062/0001493152-24-041062-index.htm

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