Vivos Therapeutics Files 8-K on Definitive Agreement

TL;DR

Vivos Therapeutics (VVOS) signed a material deal and took on debt, filing an 8-K on Dec 5, 2025.

AI Summary

On December 5, 2025, Vivos Therapeutics, Inc. filed an 8-K report detailing the entry into a material definitive agreement and the creation of a direct financial obligation. The filing also includes financial statements and exhibits, but specific details of the agreement, obligation, or financial figures were not provided in the provided text.

Why It Matters

This filing indicates Vivos Therapeutics has entered into a significant agreement and incurred a financial obligation, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and a direct financial obligation, which inherently carries financial risk that is not fully detailed in the provided text.

Key Players & Entities

• Vivos Therapeutics, Inc. (company) — Registrant
• December 5, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share VVOS The NASDAQ Stock Mar
• $2,093,340 — ") in the original principal amount of $2,093,340 (the " Principal Amount ", and the fina
• $587,340 — includes an original issue discount of $587,340. The Company also agreed to pay $6,000
• $6,000 — 587,340. The Company also agreed to pay $6,000 to the Lender to cover its legal fees,
• $1,500,000 — roceeds to the Company of approximately $1,500,000 received by the Company. The Note is no
• $69,778 b — he Company will make weekly payments of $69,778 beginning from December 12, 2025 until th
• $286,140 — e Note will be automatically reduced by $286,140. The Company intends used the net proce

Filing Documents

• form8-k.htm (8-K) — 44KB
• ex10-1.htm (EX-10.1) — 142KB
• ex10-2.htm (EX-10.2) — 42KB
• ex10-3.htm (EX-10.3) — 54KB
• 0001493152-25-026438.txt ( ) — 503KB
• vvos-20251205.xsd (EX-101.SCH) — 3KB
• vvos-20251205_lab.xml (EX-101.LAB) — 33KB
• vvos-20251205_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 4KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 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) (866) 908-4867 (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. Item 1.01 Entry into a Material Definitive Agreement On December 5, 2025, Vivos Therapeutics, Inc., a Delaware corporation (the " Company "), entered into a Note Purchase Agreement (the " Note Purchase Agreement ") with from Avondale Capital, LLC, a Utah limited liability company (" Lender "), pursuant to which the Company issued and sold to Lender a Promissory Note (the " Note ") in the original principal amount of $2,093,340 (the " Principal Amount ", and the financing as described herein, the " Note Financing" ). The Principal Amount includes an original issue discount of $587,340. The Company also agreed to pay $6,000 to the Lender to cover its legal fees, accounting costs, due diligence, monitoring, and other transaction costs, each of which was added to the Principal Amount, resulting in a purchase price of for the Note and gross proceeds to the Company of approximately $1,500,000 received by the Company. The Note is not convertible into shares of Common Stock or otherwise. The Lender is an affiliate of Streeterville Capital, LLC, a Utah limited liability company (" Streeterville "). As previously reported, Streeterville and the Company entered into a senior secured loan on June 9, 2025. The Note does not bear interest and no interest will accrue on the Note unless an event of default occurs as further described below. The Company will make weekly payments of $69,778 beginning from December 12, 2025 until the Note is paid in full. The Company may prepay the outstanding amount due under the Note at any time without penalty. If the Company prepays the Note in full by January 4, 2026, the outstanding balance of the Note will be automatically reduced by $286,140. The Company intends used the net proceeds from the Note Financing for working capital and other general corporate purposes. No placement agent was used in connection with the Note Financing. The Note is unsecured. In connection with the Note Financing, the Company has caused Company's wholly-owned subsidiary, Airway Integrated Management Company, LLC, a Colorado limited liability company, (" AIM ") to enter into the Guaranty Agreement, dated December 5, 2025, in favor of the Lender (" Guaranty Agreement" ) to provide a guarantee of the Company's obligations to the Lender under the Note and the other transaction documents. The Note provides for customary events of default (each as defined in the Note, an " Event of Default "), including, among other things, the event of nonpayment of principal, interest, fees or other amounts, a representation or warranty proving to have been incorrect when made, failure to perform or observe covenants as specified in the Note, failure to obtain prior written consent from the Lender on a fundamental transaction (including consolidations, mergers, and certain changes in control of the Company) undertaken by the Company, a material breach of covenants or other terms in any financial

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View this 8-K filing on SEC EDGAR