Vivos Therapeutics Files 8-K/A Amendment

TL;DR

Vivos Therapeutics filed an amendment to an 8-K, updating asset disposition info from June 9.

AI Summary

Vivos Therapeutics, Inc. filed an amendment (8-K/A) on August 25, 2025, to a previous report concerning the completion of an acquisition or disposition of assets, other events, and financial statements and exhibits. The amendment pertains to events that occurred on June 9, 2025. The company, formerly known as Vivos BioTechnologies, Inc., is incorporated in Delaware and headquartered in Littleton, Colorado.

Why It Matters

This filing is an amendment to a previous report, indicating a correction or addition to information regarding asset transactions or other significant events for Vivos Therapeutics.

Risk Assessment

Risk Level: low — This is an amendment to a previous filing, likely clarifying or adding details rather than introducing new material risks.

Key Players & Entities

• Vivos Therapeutics, Inc. (company) — Registrant
• Vivos BioTechnologies, Inc. (company) — Former company name
• June 9, 2025 (date) — Date of earliest event reported
• August 25, 2025 (date) — Filing date
• 001-39796 (other) — SEC File Number

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share VVOS The NASDAQ Stock Mar
• $6.0 m — eration for a (i) cash payment equal to $6.0 million, (ii) 607,287 shares of restricte
• $1.5 million — share (the " Common Stock "), equal to $1.5 million based on the volume-weighted average pr
• $200,000 — n fees (the " Administration Fees ") of $200,000 from SCN and $100,000 from SCN PLLC. Th
• $100,000 — ration Fees ") of $200,000 from SCN and $100,000 from SCN PLLC. The Administration Fees
• $400,000 — ment provides an annual compensation of $400,000 and bonus incentives, payable in cash,
• $500,000 — ially generate collections in excess of $500,000 per month, net of adjustments, with con
• $8,250,000 — ote in the original principal amount of $8,250,000 (the " Note "). The Note is secured by

Filing Documents

• form8-ka.htm (8-K/A) — 110KB
• ex23-1.htm (EX-23.1) — 3KB
• ex99-1.htm (EX-99.1) — 185KB
• ex99-2.htm (EX-99.2) — 151KB
• ex99-3.htm (EX-99.3) — 201KB
• 0001641172-25-025396.txt ( ) — 897KB
• vvos-20250609.xsd (EX-101.SCH) — 3KB
• vvos-20250609_lab.xml (EX-101.LAB) — 33KB
• vvos-20250609_pre.xml (EX-101.PRE) — 22KB
• form8-ka_htm.xml (XML) — 5KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A ( Amendment No. 1 ) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2025 Vivos Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39796 81-3224056 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 7921 Southpark Plaza , Suite 210 Littleton , Colorado 80120 (Address of principal executive offices) (Zip Code) (844) 672-4357 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.0001 per share VVOS The NASDAQ Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. EXPLANATORY NOTE This Amendment No. 1 on Form 8-K/A (this " Form 8-K/A ") to our Current Report on Form 8-K filed with the Securities and Exchange Commission on June 13, 2025 (the " Initial Form 8-K ") is being filed to amend Item 9.01 to the Initial Form 8-K to include certain financial statements related to Vivos Therapeutics, Inc.'s (the " Company ") acquisition (the " Acquisition ") of R.D. Prabhu-Lata K. Shete MDs, LTD., a Nevada professional corporation d/b/a The Sleep Center of Nevada (" SCN " or the "Seller" ), pursuant to the Purchase Agreement entered into on April 15, 2025 by and between the Company, SCN, Prabhu Rachakonda, M.D and Lata K. Shete, M.D (the "Purchase Agreement ") . This Form 8-K/A also includes a consent of Baker Tilly, independent registered public accounting firm of Vivos and SCN. On June 10, 2025, the Company completed the Acquisition and in connection therewith acquired all of the operating assets of the Seller. The Company is also amending the Initial Form 8-K to include additional disclosures, including risk factor disclosures regarding SCN, the Acquisition and related matters. Subsequent to the filing of the Initial Form 8-K, the Company discovered that "Item 1.01 Entry into a Material Definitive Agreement" in the Initial Form 8-K was inadvertently tagged in the submission header. The Company is therefore amending the Initial Form 8-K to correct the item tag appearing in the submission header of the Initial Form 8-K as "Item 1.01 Entry into a Material Definitive Agreement" to "Item 2.01 Completion of Acquisition or Disposition of Assets". Except as set forth herein, no modifications have been made to the information contained in the Initial Form 8-K. Item 2.01 Completion of Acquisition or Disposition of Assets. Closing of The Sleep Center of Nevada Acquisition As previously disclosed, on April 15, 2025, Vivos Therapeutics, Inc., a Delaware corporation (the " Company "), entered into a Purchase Agreement (the " SCN Purchase Agreement "), by and among the Company, R.D. Prabhu-Lata K. Shete MDs, LTD., a Nevada professional corporation d/b/a The Sleep Center of Nevada (" SCN " or the " Seller "), and its shareholders Prabhu Rachakonda, M.D. (" Dr. Prabhu ") and Lata K. Shete, M.D, pursuant to which the Company agreed to purchase, among other things, the operating assets related to SCN's sleep testing, diagnostics, and treatment centers (the " Acquisition "). On June 10, 2025, the Company completed the Acquisition, and the Company had acquired all of the operating assets of the Seller in consideration for a (i) cash payment equal to $6.0 million, (ii) 607,287 shares of restricted common stock in the Company, par value $0.0001 per share (the " Common Stock "), equal to $1.5 million based on the volume-weighted average price (" VWAP ") of the Common Stock for the 30 days immediately preceding the Acquisition and (iii) th

View Full Filing

View this 8-K/A filing on SEC EDGAR