UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On April 22, 2026, Tivic Health Systems, Inc. (the “Company”) filed a certificate of amendment (“Certificate of Amendment”) to its amended and restated certificate of incorporation filed with the Delaware Secretary of State to change its corporate name to Valion Bio, Inc. (the “Name Change”), effective as of April 28, 2026. Pursuant to Delaware law, a shareholder vote was not necessary to effectuate the Name Change and it does not affect the rights of the Company’s shareholders.
The Company intends for its common stock, par value $0.0001 per share, to cease trading under the ticker symbol ‘TIVC’ and begin trading under its new ticker symbol ‘VBIO’ on The Nasdaq Capital Market LLC, which the Company expects to be effective on April 28, 2026.
A copy of the Company’s Certificate of Amendment is filed as Exhibit 3.1, with this Current Report on Form 8-K and is incorporated herein by reference.
On April 23, 2026, the Company issued a press release announcing the Name Change. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 3.1 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation, filed April 22, 2026 (effective April 28, 2026). | |
| 99.1 | Press Release, dated April 23, 2026. | |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101). | |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Tivic Health Systems, Inc. | |||
| Date: | April 23, 2026 |
By: | /s/ Lisa Wolf |
| Name: Lisa Wolf Title: Chief Financial Officer |
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