Vyome Holdings Reports Asset Deal, Equity Sales, and Governance Changes

TL;DR

Vyome Holdings filed an 8-K detailing asset sales, equity issuances, and board changes.

AI Summary

Vyome Holdings, Inc. reported on August 13, 2025, a completion of an acquisition or disposition of assets. The company also disclosed unregistered sales of equity securities and material modifications to the rights of security holders. Additionally, there were changes related to directors and officers, including compensatory arrangements, and amendments to its articles of incorporation or bylaws.

Why It Matters

This filing indicates significant corporate actions, including asset transactions and changes in equity structure, which could impact the company's financial standing and shareholder rights.

Risk Assessment

Risk Level: medium — The filing involves multiple significant corporate events like asset disposition, unregistered equity sales, and changes in governance, which inherently carry moderate risk.

Key Players & Entities

• Vyome Holdings, Inc. (company) — Filer
• ReShape Lifesciences Inc. (company) — Former Company Name
• OBALON THERAPEUTICS INC (company) — Former Company Name
• August 13, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — registered Common stock, par value $0.001 per share HIND The Nasdaq Capital M
• $2.25 million — s, for an agreed upon purchase price of $2.25 million in cash, subject to adjustment based on
• $11 — ck (the "Offered Shares") at a price of $11.02, per share pursuant to those certain
• $937.14 — f Vyome Limited at a price per share of $937.14 which shares are subject to a put call
• $15,000 — Agreement provides for compensation of $15,000 per calendar month. The Company inten

Filing Documents

• ea0253813-8k_vyome.htm (8-K) — 73KB
• ea025381301ex3-1_vyome.htm (EX-3.1) — 20KB
• ea025381301ex3-2_vyome.htm (EX-3.2) — 31KB
• ea025381301ex3-3_vyome.htm (EX-3.3) — 75KB
• ea025381301ex3-4_vyome.htm (EX-3.4) — 17KB
• ea025381301ex10-1_vyome.htm (EX-10.1) — 53KB
• ex3-1_001.jpg (GRAPHIC) — 13KB
• ex3-1_002.jpg (GRAPHIC) — 6KB
• ex3-2_001.jpg (GRAPHIC) — 13KB
• ex3-2_002.jpg (GRAPHIC) — 6KB
• ex3-3_001.jpg (GRAPHIC) — 15KB
• ex3-3_002.jpg (GRAPHIC) — 14KB
• ex3-4_001.jpg (GRAPHIC) — 13KB
• 0001213900-25-078603.txt ( ) — 600KB
• rsls-20250813.xsd (EX-101.SCH) — 3KB
• rsls-20250813_lab.xml (EX-101.LAB) — 33KB
• rsls-20250813_pre.xml (EX-101.PRE) — 22KB
• ea0253813-8k_vyome_htm.xml (XML) — 4KB

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. Immediately after the Effective Time, the Company closed on the sale of an aggregate of 529,137, shares of the Company's Common Stock (the "Offered Shares") at a price of $11.02, per share pursuant to those certain subscription agreements entered into among, the Company, Vyome and the investors signatory thereto. Vyome, through its subsidiary Vyome Limited, also closed on the sale of 999,shares of Vyome Limited at a price per share of $937.14 which shares are subject to a put call option agreement with the Company. The Offered Shares were sold in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended.

03 Material Modification of Rights of Security Holders

Item 3.03 Material Modification of Rights of Security Holders. Reverse Stock Split On August 15, 2025, the Company effected a 1-for-4 reverse stock split of its Common Stock (the "Reverse Stock Split"). On July 24, 2025, the stockholders of the Company approved the proposal to authorize the Board of Directors of the Company (the "Board"), in its discretion, to amend the Company's Certificate of Incorporation, as amended, to effect a reverse stock split of the Company's Common Stock, at a ratio in the range of 1-for-2 to 1-for-5, such ratio to be determined by the Board and included in a public announcement. The Board approved the Reverse Stock Split at a ratio of 1-for-4 and on August 15, 2025 the Company filed a Certificate of Eighth Amendment (the "Certificate of Eighth Amendment") with the Secretary of State of the State of Delaware to amend the Company's Restated Certificate of Incorporation, as amended, and effected the Reverse Stock Split on August 15, 2025. 2 As a result of the Reverse Stock Split, each four shares of Common Stock issued or outstanding or held by the Company as treasury stock were automatically reclassified into one new share of Common Stock without any action on the part of the holders. Any fractional shares of Common Stock resulting from the Reverse Stock Split will be rounded up to the nearest whole share and no stockholders will receive cash in lieu of fractional shares. The Reverse Stock Split is primarily intended to bring the Company into compliance with the minimum bid price requirements for maintaining its listing on The Nasdaq Capital Market in connection with the Merger. Trading of the Company's Common Stock on The Nasdaq Capital Market continued on a split-adjusted basis when the markets opened on August 15, 2025, under the name Vyome Holdings, Inc. and trading symbol "HIND." Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certai

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On August 15, 2025, the Company filed (a) the Certificate of Eighth Amendment with the Secretary of State of the State of Delaware to effect the Reverse Stock Split after the close of trading on August 14, 2025, (b) Series C Amendment, and (c) a Certificate of Ninth Amendment (the "Certificate of Ninth Amendment") with the Secretary of State of the State of Delaware to amend the Company's Restated Certificate of Incorporation, as amended, to change its corporate name to Vyome Holdings, Inc. and set forth the Combined Company's composition of board of directors which will be initially comprised of six directors and divided into three classes with staggered three-year terms as more particularly set forth under Item 5.02 above. The information set forth in Item 3.03 of this Current Report is incorporated by reference herein. The foregoing descriptions of the Certificate of Eighth Amendment Certificate of Fourth Amendment are qualified in their entirety by reference to the Certificate of Third Amendment and Certificate of Fourth Amendment, which are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report and are incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Eighth Amendment to the Amended and Restated Certificate of Incorporation of the Company. 3.2 Ninth Amendment to the Amended and Restated Certificate of Incorporation of the Company 3.3 Amended and Restated Certificate of Designation to Series C Convertible Preferred Stock. 3.4 Certificate of Merger merging Raider Lifesciences into Vyome Therapeutics, Inc. 10.1 Interim Full-Time Chief Financial Officer Consulting Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 4

SIGNATURES

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. VYOME HOLDINGS, INC. August 19, 2025 By: /s/ Venkat Nelabhotla Name: Venkat Nelabhotla Title: President & Chief Executive Officer 5

View Full Filing

View this 8-K filing on SEC EDGAR