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Valion Bio, Inc.

For the period ended Dec 31, 2024. Filed Mar 21, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 21, 2025

VBIO$0.53-2.4%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 15. – Exhibits, Financial Statement Schedules

ment Schedules

(a)

(1)

Financial Statements. The financial statements are included in this Annual Report on Form 10-K beginning on page F-1.

(2)

Financial Statement Schedules. All financial statement schedules have been omitted since the information is either not applicable or required or was included in the financial statements or notes included in this Annual Report on Form 10-K.

(3)

List of Exhibits required by Item 601 of Regulation S-K. See part (b) below.

(b)

Exhibits. The following exhibits are filed or furnished with this report.

EXHIBIT INDEX

ExhibitnumberExhibit descriptionIncorporated by Reference (Form Type)FilingDateFiledherewith
1.1Form of Equity Distribution Agreement, by and between Tivic Health Systems, Inc. and Maxim Group LLC, dated September 13, 2024.8-K9/13/2024
3.1Amended and Restated Certificate of Incorporation, dated November 12, 2021.8-K11/15/21
3.2Amended and Restated Bylaws, dated November 12, 2021.8-K11/15/21
3.3Certificate of Amendment to the Amended and Restated Bylaws of the Company, dated July 5, 2023.8-K7/6/2023
3.4Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Tivic Health Systems, Inc., filed August 21, 2023 (effective August 23, 2023).8-K8/22/2023
3.5Certificate of Designation of Series A Non-Voting Convertible Preferred Stock of Tivic Health Systems, Inc., dated February 10, 2025.8-K2/12/2024
3.6Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Tivic Health Systems, Inc., filed March 4, 2025 (effective March 7, 2025).8-K3/5/2025
4.1Specimen Stock Certificate.S-1/A9/9/2021
4.2Form of Representative’s Warrant (IPO).S-1/A9/9/2021
4.3Warrant to Purchase Common Stock issued to Hannover International, Inc., dated July 1, 2021.S-1/A10/29/2021
4.4Description of Securities.10-K3/31/2022
4.5Form of Representative's Warrant (February 2023 offering).8-K2/13/2023
4.6Placement Agent Warrant, dated July 11, 2023.8-K7/11/2023
4.7Placement Agent Warrant, dated July 19, 2023.8-K7/19/2023
4.8Placement Agent Warrant, dated August 9, 2023.8-K8/9/2023
4.9Form of Series A Warrant, dated May 13, 2024.8-K5/13/2024
4.10Form of Series B Warrant, dated May 13, 2024.8-K5/13/2024
4.11Placement Agent Warrant, dated May 13, 2024.8-K5/13/2024
4.12Warrant Agency Agreement, dated May 13, 2024, by and between Tivic Health Systems, Inc. and Equiniti Trust Company, LLC.8-K5/13/2024
10.1(a)#2017 Equity Incentive Plan, as amended, dated April 13, 2017.S-18/3/2021
10.1(b)#Form Agreements under 2017 Equity Incentive Plan.S-18/3/2021
10.2(a)#2021 Equity Incentive Plan, dated August 7, 2021.S-1/A9/9/2021
10.2(b)#Form Agreements under 2021 Equity Incentive Plan.S-1/A9/9/2021
10.3#Form of Restricted Stock Purchase Agreement.S-1/A9/9/2021
10.4#Form of Indemnification Agreement for directors and officers.S-1/A9/9/2021
10.5†Letter Agreement, between Tivic Health Systems, Inc. and Future Electronics Corp., dated April 6, 2020.S-1/A9/9/2021
10.6†Form of United States Special Product Agreement for Bonded Inventory, between Tivic Health Systems, Inc. and Future Electronics Corp.S-1/A9/9/2021
10.7#Executive Offer Letter, between Tivic Health Systems, Inc. and Jennifer Ernst, dated July 31, 2021.S-1/A9/9/2021
10.8Sublease Agreement, between the Company and Czarnowski Display Services, Inc., dated November 17, 2021.10-K3/31/2022
10.9#Executive Offer Letter, between Tivic Health Systems, Inc. and Veronica Cai, dated April 1, 2022.8-K4/5/2022
10.10#Executive Offer Letter, between Tivic Health Systems, Inc. and Ryan Sabia, dated April 1, 2022.8-K4/5/2022
10.11†Manufacturing Agreement, between Tivic Health Systems, Inc. and Microart Services, Inc., dated October 21, 2022.8-K10/25/2022
10.12†Fulfillment Services Agreement, between Tivic Health Systems, Inc. and ALOM Technologies Corporation, dated November 25, 2022.8-K12/1/2022
10.13Form of Securities Purchase Agreement, dated July 10, 2023, by and between Tivic Health Systems, Inc. and the investors party thereto.8-K7/11/2023
10.14Form of Securities Purchase Agreement, dated July 14, 2023, by and between Tivic Health Systems, Inc. and the investors party thereto.8-K7/19/2023
10.15Form of Securities Purchase Agreement, dated August 6, 2023, by and between Tivic Health Systems, Inc. and the investors party thereto.8-K8/9/2023
10.16Amendment #1 to Fulfillment Services Agreement, between Tivic Health Systems, Inc. and ALOM Technologies Corporation, dated March 5, 2024.10-K3/25/2024
10.17Form of Securities Purchase Agreement, dated May 9, 2024, by and between Tivic Health Systems, Inc. and the investors party thereto.8-K5/13/2024
10.18†Collaboration and Research Support Agreement, dated May 17, 2024, by and between Tivic Health Systems, Inc. and The Feinstein Institutes for Medical Research.8-K5/22/2024
10.19Sublease Termination Agreement, dated May 21, 2024, by and between Tivic Health Systems, Inc. and Czarnowski Display Service, Inc.8-K5/30/2024
10.21#Tivic Health System, Inc. Amended and Restated 2021 Equity Incentive Plan, dated August 9, 2024.8-K8/13/2024
10.22†Exclusive License Agreement, dated February 11, 2025, by and between the Tivic Health Systems, Inc. and Statera Biopharma, Inc.8-K2/12/2025
10.22Securities Purchase Agreement, dated February 11, 2025, by and between the Tivic Health Systems, Inc. and Statera Biopharma, Inc.8-K2/12/2025
10.23#Executive Employment Agreement, by and between Tivic Health Systems, Inc. and Michael Handley, dated February 18, 2025.8-K2/24/2025
10.24Equity Purchase Agreement, by and between Tivic Health Systems, Inc. and Mast Hill Fund, L.P., dated March 18, 2025.8-K3/21/2025
10.25Registration Rights Agreement, by and between Tivic Health Systems, Inc. and Mast Hill Fund, L.P., dated March 21, 2025.8-K3/21/2025
19.1Tivic Health Systems, Inc. Insider Trading Policy.10-K3/25/2024
23.1Consent of Rosenberg Rich Baker Berman, P.A.X
31.1Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002X
31.2Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
32.1Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
97.1#Tivic Health Systems, Inc. Compensation Recovery Policy.10-K3/25/2024
101 INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.**
101 SCHInline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents**
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101 attachments)**
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