secwatch / observer

Valion Bio, Inc. — fact timeline

Source-grounded facts extracted from Valion Bio, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

VBIO Valion Bio, Inc. JSON
Material Agreements

Valion Bio, Inc. entered into Purchase Agreement with the investors named on the signature pages thereto (the “Purchasers”) valued at approximately $2.1 million (effective 2023-07-14).

“On July 14, 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”).”
Material Agreements

Valion Bio, Inc. entered into Placement Agency Agreement with Maxim Group LLC (effective 2023-07-10).

“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.”
Material Agreements

Valion Bio, Inc. entered into Purchase Agreement with the Purchasers valued at approximately $1.8 million (effective 2023-07-10).

“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”).”
Governance Changes

Valion Bio, Inc.: Amended Bylaws to incorporate Rule 14a-19 requirements and reduce quorum threshold to one-third (effective 2023-07-05).

“On July 5, 2023, Tivic Health Systems, Inc. (the “Company”) amended its Amended and Restated Bylaws (the “Bylaws”) to (i) revise Article II, Section 2.5 of the Bylaws to incorporate those requirements set forth in Rule 14a-19 of the Securities Exchange Act of 1934, as amended, as recently implemented by the SEC; and (ii) to revise Article II, Section 2.8 of the Bylaws to decrease the quorum threshold necessary to conduct business at stockholder meetings of the Company to one-third of the capital stock issued and outstanding and entitled to vote at the meeting.”
Shareholder Votes

Valion Bio, Inc. shareholders approved Ratification of Rosenberg Rich Baker Berman, P.A. as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-06-14 meeting.

“The Company’s stockholders ratified the selection of Rosenberg Rich Baker Berman, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023, as follows: Votes For Votes Against Abstentions Broker Non-Votes 15,466,407 727,906 116,035 0”
Shareholder Votes

Valion Bio, Inc. shareholders rejected Authorize amendment to certificate of incorporation to effect a reverse stock split at a ratio between 1-for-5 and 1-for-30 at the 2023-06-14 meeting.

“The Company’s stockholders did not approve the Company’s proposal to authorize the Company to amend its amended and restated certification of incorporation to effect, at the discretion of its Board, a reverse stock split of all of the Company’s issued and outstanding shares of common stock at a ratio of not less than 1-for-5 and not greater than 1-for-30, such ratio to be determined by its Board at any time within twelve months, without further approval or authorization of its stockholders, as follows: Votes For Votes Against Abstentions Broker Non-Votes 14,000,037 2,153,285 157,026 0”
Shareholder Votes

Valion Bio, Inc. shareholders approved Election of Class II Director at the 2023-06-14 meeting.

“The Company’s stockholders elected one Class II director, to hold office until the Company’s 2026 annual meeting of stockholders, or until his successor is duly elected and qualified, subject to prior death, resignation or removal, as follows: Name of Director Votes For Votes Against Abstentions Broker Non-Votes Dean Zikria 9,216,549 0 916,197 6,177,602”
Shareholder Votes

Valion Bio, Inc. shareholders approved Adjournment of the Annual Meeting to solicit additional proxies at the 2023-06-06 meeting.

“The sole proposal presented to stockholders and voted on at the Annual Meeting on June 6, 2023 was the Adjournment Proposal, which was approved by the Company’s stockholders. The votes cast at the Annual Meeting with respect to the Adjournment Proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 14,272,410 897,725 53,791 -”
Earnings Releases

Valion Bio, Inc. reported the first quarter 2023 ended March 31, 2023 results: revenue $376 thousand, net income Net loss of $2.1 million.

“First Quarter 2023 Financial Summary • Gross profit increased 61.3% to $113 thousand in the first quarter 2023, compared with $70 thousand in first quarter 2022, on a decrease of 12% in total revenue to $376 thousand in the first quarter 2023 from $428 thousand in first quarter 2022. • Net loss of $2.1 million in the first quarter 2023, compared with $2.2 million in first quarter 2022.”

Kimberly Bambach was appointed as interim Chief Financial Officer and Principal Financial and Principal Accounting Officer at Valion Bio, Inc..

“Effective April 28, 2023, Kimberly Bambach was appointed as the Company’s new interim Chief Financial Officer and Principal Financial and Principal Accounting Officer.”

Veronica Cai resigned as Chief Financial Officer at Valion Bio, Inc..

“On April 28, 2023, Veronica Cai resigned from her role as Chief Financial Officer of Tivic Health Systems, Inc.”
Earnings Releases

Valion Bio, Inc. reported the year ending December 31, 2022 results: revenue $1.8 million.

“increased $583 thousand (46%) to $1.8 million for the year ended December 31, 2022”
Material Agreements

Valion Bio, Inc. entered into Underwriting Agreement with ThinkEquity LLC valued at $5.0 million (effective 2023-02-08).

“On February 8, 2023, Tivic Health Systems, Inc., a Delaware corporation (the “Company”), entered into an underwriting agreement (the “Underwriting Agreement”) with ThinkEquity LLC, as representative of the underwriters (the “Underwriter”), pursuant to which the Company agreed to issue and sell to the Underwriter in a firm commitment underwritten public offering (the “Offering”), 20,000,000 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (“Common Stock”), at a public offering price of $0.25 per share, less underwriting discounts and commissions, resulting in gross proceeds to the Company of $5.0 million.”
Material Agreements

Valion Bio, Inc. terminated Asset Purchase Agreement with Reliefband Technologies, LLC (effective 2022-12-07).

“On December 7, 2022, pursuant to Section 7.1(a) of the Purchase Agreement, the Company and Reliefband mutually agreed to terminate the Purchase Agreement immediately and abandon the proposed transaction.”
Material Agreements

Valion Bio, Inc. entered into Fulfillment Services Agreement with ALOM Technologies Corporation (effective 2022-11-28).

“On November 25, 2022, Tivic Health Systems, Inc., a Delaware corporation (the “Company”), entered into a Fulfillment Services Agreement (the “Agreement”), with ALOM Technologies Corporation (“ALOM”).”
Earnings Releases

Valion Bio, Inc. reported the nine months ended September 30, 2022 results: revenue $1.4 million.

“For the nine months ended September 30, 2022: • Revenue increased $65% from $868 thousand to $1.4 million”
Earnings Releases

Valion Bio, Inc. reported the quarter ended September 30, 2022 results: revenue $477 thousand, net income $2.6 million.

“Third Quarter 2022 Financial Highlights (as compared to the same periods in 2021) For the three months ended September 30, 2022: • Revenue increased 72% from $277 thousand to $477 thousand”

Veronica Cai was appointed as Chief Financial Officer at Valion Bio, Inc..

“On April 1, 2022, Veronica Cai was appointed as the Company’s new Chief Financial Officer.”

Briana Benz resigned as Chief Financial Officer at Valion Bio, Inc..

“On April 1, 2022, Briana Benz resigned from her role as Chief Financial Officer of Tivic Health Systems, Inc., a Delaware corporation (the “Company”), to pursue other opportunities.”

Ryan Sabia was appointed as Chief Operating Officer at Valion Bio, Inc..

“On December 21, 2021, the Company’s Board of Directors appointed Ryan Sabia, 35 years of age, as the Company’s Chief Operating Officer (“COO”).”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.