Tivic Health Systems, Inc. 8-K/A

What Happened
Tivic Health Systems, Inc. (TIVC) filed a Form 8-K (Feb 23, 2026) under Item 9.01 to furnish financial statements and exhibits related to its acquisition of Scorpius Holdings, Inc. The filing includes audited consolidated financial statements for Scorpius for the years ended December 31, 2024 and 2023, unaudited interim financials through September 30, 2025, and unaudited pro forma combined financial information of Tivic and Scorpius.

Key Details

• Audited historicals: Consolidated balance sheets and related statements of operations, comprehensive loss, stockholders’ equity, and cash flows for Scorpius for the years ended December 31, 2024 and 2023 (Exhibit 99.1).
• Interim statements: Unaudited condensed consolidated balance sheets and related statements for Scorpius as of September 30, 2025 and December 31, 2024, and for the three- and nine-month periods ended September 30, 2025 and 2024 (Exhibit 99.2).
• Pro forma financials: Unaudited pro forma condensed combined balance sheet as of September 30, 2025 and pro forma condensed combined statements of operations for the nine months ended September 30, 2025 and the year ended December 31, 2024 (Exhibit 99.3).
• Additional exhibits: Consent of Scorpius’s auditor BDO USA, P.C. (Exhibit 23.1) and the Inline XBRL cover page (Exhibit 104).

Why It Matters
These documents provide the audited historical results of Scorpius and pro forma combined figures that investors can use to assess how the acquisition affects Tivic’s financial position and operating results. The audited and interim statements give transparency on Scorpius’s past performance and recent results, while the pro forma schedules show how Tivic’s balance sheet and results of operations would look when combined for the specified periods — important for evaluating potential impact on revenue, losses, and capital structure.