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Midas Edge

Vivos Therapeutics Inc

For the period ended Dec 31, 2023. Filed Mar 28, 2024.

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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.

FY2023 · Filed Mar 28, 2024

VVOS$0.09-9.9%Stored close · as of Nov 10, 2026

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Contents

Item 15. Exhibits and Financial Statement Schedules

(a) List of documents filed as part of this Annual Report on Form 10-K:

(1) Financial Statements

The consolidated financial statements, together with the reports thereon of Moss Adams, LLP and Plante & Moran, PLLC dated March 28, 2024, respectively, are included in Part II, Item 8 of this document are filed as part of this Annual Report on Form 10-K.

(2) Financial Statement Schedules

All schedules are omitted because they are not applicable or the amounts are immaterial or the required information is presented in the consolidated financial statements and notes thereto in Part II, Item 8 above.

(3) Exhibits

The following documents are filed as exhibits to this Annual Report on Form 10-K.

Exhibit No.Exhibit Description
3.1Certificate of Incorporation of Vivos Therapeutics, Inc. filed with Delaware Secretary of State on August 12, 2020. (1)
3.2Amended and Restated Bylaws of Vivos Therapeutics, Inc. (1)
3.3Certificate of Conversion filed with Delaware Secretary of State on August 12, 2020. (1)
3.4Certificate of Amendment to the Certificate of Incorporation of Vivos Therapeutics, Inc., dated October 25, 2023.(8)
4.1Form of Stock Certificate. (1)
4.2Form of Representative’s Warrant in connection with the Company’s initial public offering. (2)
4.3Form of Representative’s Warrant in connection with the Company’s May 2021 follow-on offering. (5)
4.4Form of Common Stock Warrant, dated January 9, 2023, issued to the investor in the January 2023 private placement (7)
4.5Form of Pre-Funded Warrant, dated January 9, 2023, issued to the investor in the January 2023 private placement (7)
4.6Form of Series A Common Stock Purchase Warrant, dated November 2, 2023, issued to the investor in the November 2023 private placement.(9)
4.7Form of Series B Common Stock Purchase Warrant, dated November 2, 2023, issued to the investor in the November 2023 private placement.(9)
4.8January 2023 Warrant Amendment, dated November 2, 2023, issued to the investor in the November 2023 private placement.(9)

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4.9Form of Pre-Funded Warrant, dated November 2, 2023, issued to the investor in the November 2023 private placement.(9)
4.10Form of Series B-1 Common Stock Purchase Warrant, issued to the investor in the February 2024 Inducement Transaction (11)
4.11Form of Series B-2 Common Stock Purchase Warrant, issued to the investor in the February 2024 Inducement Transaction (11)
10.1Amended and Restated Executive Employment Agreement, dated October 8, 2020, between R. Kirk Huntsman and Vivos Therapeutics, Inc. (3) †
10.2Amended and Restated Executive Employment Agreement, dated October 8, 2020, between Bradford Amman and Vivos Therapeutics, Inc. (3) †
10.3Vivos Therapeutics, Inc. 2017 Stock Option and Stock Issuance Plan. (1)
10.4Vivos Therapeutics, Inc. 2019 Stock Option and Stock Issuance Plan. (1)
10.5Licensing, Distribution, and Marketing Agreement dated February 12, 2021 between the Company and MyCardio, LLC. (4)+
10.6Sales Agreement dated February 7, 2022, between the Company and Roth Capital Partners, LLC.(6)
10.7Form of Securities Purchase Agreement, dated January 5, 2023, between the Company and the investor in the January 2023 private placement (7)
10.7Form of Registration Rights Agreement, dated January 5, 2023, between the Company and the investor in the January 2023 private placement (7)
10.8Placement Agency Agreement, dated January 5, 2023, between the Company and Roth Capital Partners, LLC and A.G.P./Alliance Global Partners (7)
10.9Form of Securities Purchase Agreement, dated November 2, 2023, between the Company and the investor in the November 2023 private placement (9)
10.10Form of Registration Rights Agreement, dated November 2, 2023, between the Company and the investor in the November 2023 private placement (9)
10.11Placement Agency Agreement, dated November 2, 2023, between the Company and A.G.P./Alliance Global Partners (9)
10.12Warrant Inducement Agreement, dated February 14, 2024, between the Company and the investor in the February 2024 Inducement Transaction (11)
19.1Insider Trading Policy and Compliance Manual (10)
21.1List of Subsidiaries. *
23.1Consent of Moss Adams, LLP.*
23.2Consent of Plante & Moran PLLC.*

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31.1Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (*)
31.2Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (*)
32.1Certification of the Chief Executive Officer pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (*)#
32.2Certification of the Chief Financial Officer pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (*)#
97.1Policy Relating to Recovery of Erroneously Awarded Compensation., adopted as of December 1, 2023
101.INS*Inline XBRL Instance Document
101.SCH*Inline XBRL Taxonomy Extension Schema Document
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
*Filed herewith
(1)Incorporated by reference to the Company’s Registration Statement on Form S-1, filed with the SEC on October 9, 2020.
(2)Incorporated by reference to the Company’s Registration Statement on Form S-1/A, filed with the SEC on November 19, 2020.
(3)Incorporated by reference to the Company’s Registration Statement on Form S-1/A, filed with the SEC on October 26, 2020.
(4)Incorporated by reference to the Company’s Annual Report on Form 10-K, filed with the SEC on March 25, 2021.
(5)Incorporated by reference to the Company’s Current Report on Form 8-K, filed with the SEC on May 12, 2021.
(6)Incorporated by refence to the Company’s Registration Statement on Form S-3, filed with the SEC on February 7, 2022.
(7)Incorporated by refence to the Company’s Current Report on Form 8-K, filed with the SEC on January 9, 2023.
(8)Incorporated by refence to the Company’s Current Report on Form 8-K, filed with the SEC on October 27, 2023.
(9)Incorporated by refence to the Company’s Current Report on Form 8-K, filed with the SEC on November 2, 2023.
(10)Incorporated by refence to the Company’s Annual Report on Form 10-K, filed with the SEC on March 30, 2023.
(11)Incorporated by refence to the Company’s Current Report on Form 8-K, filed with the SEC on February 15, 2024.
†Includes management contracts and compensation plans and arrangements
+Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company will furnish supplementally an unredacted copy of such exhibit to the U.S. Securities and Exchange Commission or its staff upon request.
#A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
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