Director — Jared Malbin: The filing discloses the appointment of two new directors to the board, which is a routine governance event and not a departure of an executive.

Entry into a Material Definitive Agreement. Valion Bio, Inc., a Delaware corporation (the “Company”) and 3i, LP (“3i”) are parties to that certain Securities Purchase Agreement, dated as of April 29, 2025 (as assigned and amended as of December 9, 2025, the “Series B Preferred Purchase Agreement”), with respect to the purchase and sale of (a) up to 8,400 shares of the Company’s Series B Non-Voting Convertible Preferred Stock (“Series B Preferred Shares”) and (b) warrants (“Series B Warrants”)…

Unregistered Sales of Equity Securities. The information contained in

Material Modification to Rights of Security Holders. To the extent required by

Unregistered Sales of Equity Securities. The information contained in

Entry into a Material Definitive Agreement The Company and 3i, LP (“3i”) are parties to that certain Securities Purchase Agreement, dated April 29, 2025 (as assigned and amended as of December 9, 2025, the “Series B Preferred Purchase Agreement”), with respect to the purchase and sale of up to 8,400 shares of the Company’s Series B Non-Voting Convertible Preferred Stock (“Series B Preferred Shares”) and warrants (“Series B Warrants”) to purchase shares of the Company’s common stock for an agg…

CEO — Michael K. Handley: The CEO was terminated effective immediately, which constitutes a sudden executive departure rather than a routine succession or promotion.

On July 31, 2026, the Company issued the Milestone Shares to Statera and Avenue, each of which has prior hereto represented that it was an “accredited investor,” as defined in Regulation D. Such issuances were exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), in reliance in Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. 3 Neither the shares of Series A Preferred Stock or the shares of common stock iss…

Entry into a Material Definitive Agreement. Securities Purchase Agreement On July 31, 2026, the Company issued an aggregate of 1,287.8685 shares of Series A Preferred Stock (“Milestone Shares”), as consideration for the Milestone Payment (as discussed in more detail in

2 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. VALION BIO, INC. Date: June 18, 2026 By: /s/ Melinda Lackey Name: Melinda Lackey Title: General Counsel and Senior Vice President of Legal Affairs 3

The filing pertains to an amendment of the equity incentive plan, not a management change.

Results of Operations and Financial Condition. The information provided below in “

General Counsel and Senior Vice President of Legal Affairs — Melinda Lackey: Ms. Lackey was appointed as General Counsel and Senior Vice President of Legal Affairs.

Results of Operations and Financial Condition. The information provided below in “

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On March 19, 2026, Tivic Health Systems, Inc. (the “Company”) received a notification letter from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the closing bid price for the Company’s common stock was below $1.00 per share for at least 30 consecutive business days, the Company is not currently in compliance with the m…

Entry into a Material Definitive Agreement. Microbial Building Lease On March 13, 2026, Tivic Health Systems, Inc.’s (the “Company”) wholly owned subsidiary Velocity Bioworks, Inc. (“VBI”) entered into a Building Lease Agreement (the “Microbial Building Lease”) with TPB Merchants Ice LLC (“TPB”) to lease an approximately 8,024 square foot facility (the “Microbial Building”) located at 1305 E. Houston St., San Antonio, TX 78205 (the “Property”). The initial term of the Microbial Building Lease…

CEO — Jennifer Ernst: Jennifer Ernst resigned from her positions as Chief Executive Officer and Board Member.

Entry into a Material Definitive Agreement. Equity Line of Credit Common Stock Purchase Agreement On February 6, 2026, Tivic Health Systems, Inc. (the “Company”) entered into a Common Stock Purchase Agreement (the “Purchase Agreement”) with Tumim Stone Capital, LLC, a Delaware limited liability company (the “Investor”). Pursuant to the Purchase Agreement, the Company has the right, but not the obligation, to sell to the Investor up to the lesser of: (a) $50,000,000 of newly issued shares of t…

This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

The Securities issued and to be issued under the Preferred Purchase Agreement, Note, Note Offering Warrants, Preferred Purchase Agreement, Series C COD and Preferred Offering Warrants (collectively, the “Offering Documents”) were, and will be, sold and issued pursuant to an exemption from the registration requirements under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated thereunder. The Securities have not been registered under the Securities Act and may not…

Entry into a Material Definitive Agreement. Asset Purchase Transaction On December 9, 2025, Tivic Health Systems, Inc. (the “Company”), a Delaware corporation, through a newly formed wholly owned subsidiary, Velocity Bioworks, Inc. (“VBI”) entered into an Asset Purchase Agreement (the “APA”) and Secured Party Bill of Sale (the “Bill of Sale”) with 3i, LP (“3i”), in its capacity as collateral agent (“Collateral Agent”) of Scorpius Holdings, Inc. (“Scorpius”) pursuant to which, VBI acquired all…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained above in

Termination of a Material Definitive Agreement. Termination of Mast Hill Equity Purchase Agreement As previously disclosed in that Current Report on Form 8-K filed by the Company with the SEC on March 21, 2025, on March 18, 2025, the Company entered into an Equity Purchase Agreement (the “Equity Purchase Agreement”) with Mast Hill Fund, L.P. (“Mast Hill”), pursuant to which the Company has the right, but not the obligation, to sell to Mast Hill, and Mast Hill has the obligation to purchase fr…

Material Modification to Rights of Security Holders. To the extent required by

(d) Exhibits. Exhibit No. Description 2.1 Asset Purchase Agreement and Secured Bill of Sale by and between Tivic Health Systems, Inc. and 3i, LP, dated December 9, 2025 . 3.1 Certificate of Designation of Preferences, Rights and Limitations of C Non-Voting Convertible Preferred Stock, dated December 9, 2025 . 4.1 Form of Common Stock Purchase Warrant (Note Offering) . 4.2 Form of Common Stock Purchase Warrant (Preferred Offering) . 10.1 Securities Purchase Agreement (Note Offering) by and bet…