Valion Bio, Inc.

For the period ended Mar 31, 2026. Filed May 14, 2026.

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 14, 2026

VBIO$0.54+6.2%Stored close · as of Nov 9, 2026

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

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Contents

Condensed

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except share and per share data)

	Three Months Ended
	March 31,
	2026	2025
OPERATING EXPENSES
Research and development	$1,854	$335
Selling, general and administrative	3,780	1,042
Total operating expenses	5,634	1,377
Loss from operations	(5,634)	(1,377)
OTHER (EXPENSE) INCOME
Change in fair value of derivative liability	33	—
Interest income	24	4
Interest expense	(648)	—
Net other (expense) income	(591)	4
Net loss from operations before discontinued operations	$(6,225)	$(1,373)
Income (loss) from discontinued operations	23	(129)
Net loss	$(6,202)	$(1,502)
Net loss per share attributed to common stockholders - basic and diluted	$(2.23)	$(2.52)
Weighted-average number of shares - basic and diluted	2,883,650	569,368

Valion Bio, Inc. (formerly known as Tivic Health Systems, Inc.)

Condensed Consolidated Statements of Stockholders’** Equity (Unaudited)**

(in thousands except share and per share data)

For the Three Months Ended March 31, 2026

Mezzanine Equity - Redeemable Convertible Series B Preferred Stock · Mezzanine Equity - Redeemable Convertible Series C Preferred Stock · Preferred Stock · Common Stock · Additional Paid-in Capital · Accumulated Deficit · Total Stockholders’ Equity
Shares · Amount · Shares · Amount · Shares · Amount · Shares · Amount
Balance as of January 1, 2026	2,155	$1,379	12,000	$5,991	403	$—	2,525,778	$2	$69,392	$(52,597)	$16,797
Issuance of prefunded common stock warrants for equity line of credit commitment fee	—	—	—	—	—	—	—	—	375	—	375
Settlement of restricted stock units	—	—	—	—	—	—	10,755	—	—	—	—
Dividends declared on Series B preferred stock	—	41	—	—	—	—	—	—	—	(41)	(41)
Dividends declared on Series C preferred stock	—	—	—	194	—	—	—	—	—	(194)	(194)
Conversion of Series C preferred stock into common stock	—	—	(233)	(119)	—	—	343,324	—	119	—	119
Stock-based compensation expense	—	—	—	—	—	—	—	—	208	—	208
Net loss	—	—	—	—	—	—	—	—	—	(6,202)	(6,202)
Balance as of March 31, 2026	2,155	$1,420	11,767	$6,066	403	$—	2,879,857	$2	$70,094	$(59,034)	$11,062

For the Three Months Ended March 31, 2025

Mezzanine Equity - Redeemable Convertible Series B Preferred Stock · Mezzanine Equity - Redeemable Convertible Series C Preferred Stock · Preferred Stock · Common Stock · Additional Paid-in Capital · Accumulated Deficit · Total Stockholders’ Equity
Shares · Amount · Shares · Amount · Shares · Amount · Shares · Amount
Balance as of January 1, 2025	—	$—	—	$—	—	$—	556,902	$1	$46,075	$(43,541)	$2,535
Issuance of stock for consideration of licensed technology	—	—	—	—	491	—	111,339	—	1,700	—	1,700
Issuance of common stock for equity line of credit	—	—	—	—	—	—	29,800	—	94	—	94
Issuance of common stock in lieu of fractional shares for stock split	—	—	—	—	—	—	76	—	—	—	—
Exercise of warrants	—	—	—	—	—	—	7,524	—	109	—	109
Stock-based compensation expense	—	—	—	—	—	—	—	—	100	—	100
Net loss	—	—	—	—	—	—	—	—	—	(1,502)	(1,502)
Balance as of March 31, 2025	—	$—	—	$—	491	$—	705,641	$1	$48,078	$(45,043)	$3,036

Valion Bio, Inc. (formerly known as Tivic Health Systems, Inc.)

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

	Three Months Ended
	March 31,
	2026	2025
Cash flows from operating activities
Net loss	$(6,202)	$(1,502)
Less: Net income (loss) from discontinued operations	23	(129)
Net loss from continuing operations	(6,225)	(1,373)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	208	100
Depreciation	4	1
Amortization of debt discount and debt issuance costs	445	—
Non-cash interest expense	203	—
Change in fair value of derivative liability	(33)	—
Amortization of right-of-use asset	177	—
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(341)	(24)
Inventory	(750)	—
Other assets	(86)	(2)
Accounts payable	365	313
Accrued expenses	1,114	156
Lease liabilities	(128)	—
Net cash used in operating activities - continuing operations	(5,047)	(829)
Net cash provided by (used in) operating activities - discontinued operations	36	(60)
Net cash used in operating activities	(5,011)	(889)
Cash flows from investing activities
Acquisition of property and equipment	(7)	—
Acquisition of licensed technology	—	(526)
Net cash used in investing activities	(7)	(526)
Cash flows from financing activities
Proceeds from warrant exercises	—	109
Offering costs in advance of sale of common stock	(44)	(27)
Net cash (used in) provided by financing activities	(44)	82
Net decrease in cash and cash equivalents	(5,062)	(1,333)
Cash and cash equivalents
Beginning of period	12,645	2,002
End of period	7,583	669
Less: Cash and cash equivalents included in discontinued operations	—	—
Cash and cash equivalents included in continuing operations	$7,583	$669
Cash and cash equivalents is comprised of:
Cash and cash equivalents	$7,215	$669
Restricted cash	368	0
Total cash and cash equivalents included in continuing operations	$7,583	$669
Supplemental disclosure on non-cash investing and financing activities
Issuance of common stock and preferred stock in exchange for license	$—	$1,700
Issuance of common stock for equity line of credit commitment fee	$375	$94
Dividends declared	$235	$—
Lease liabilities arising from right-of-use assets	$10,264	$—
Issuance of 10,755 shares of common stock in settlement of RSUs	$—	$—

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.