Vivos Therapeutics, Inc. 8-K

What Happened

• On June 11, 2026 (8-K filed June 16, 2026), Vivos Therapeutics, Inc. announced its intention to file a registration statement with the SEC for a proposed transferable rights offering. The company plans to distribute transferable subscription rights as a dividend to shareholders once the registration statement is declared effective and a record date is set (proposed record date = 30 days after SEC effectiveness). The press release is included as Exhibit 99.1 to the 8-K.

Key Details

• Rights offering mechanics (preliminary): each right expected to allow purchase of one share of common stock at an exercise price equal to the greater of $1.25 or 20% above the market price on the day before the record date.
• Exercise windows: initial rights expected to be exercisable for nine months; exercising a right is expected to issue a subsequent nine-month trading right with an exercise price equal to the greater of $1.75 or 40% above the market price on the day before the record date.
• Transferability and listing: rights are intended to be transferable and listed for trading, subject to exchange and regulatory approval.
• Conditions and contingencies: offering is subject to SEC effectiveness, exchange rules (including any shareholder-approval requirements), availability of authorized shares (may require charter amendment and shareholder vote), board approvals, and market conditions. Terms are preliminary and final terms will be in the prospectus.

Why It Matters

• This proposed rights offering could provide Vivos with a way to raise capital while giving existing shareholders a chance to buy additional shares before new investors, but completion depends on multiple approvals and availability of authorized shares. Investors should note the terms are preliminary, there is no assurance the offering will proceed, and tax/timing implications for shareholders were not resolved in the filing. The company cautioned that the 8-K and press release are forward-looking and not an offer to sell securities; any sale would occur only by prospectus.