Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 17, 2026, VivoSim Labs, Inc., a Delaware corporation (the “Company”), received a written notice (the “Notice”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the last 30 consecutive business days, the Company no longer met the requirement to maintain a mi…

Results of Operations and Financial Condition. On August 6, 2026, VivoSim Labs, Inc., a Delaware corporation (the “Company”), issued a press release announcing, among other things, that (i) the Listing Qualifications Staff of The Nasdaq Stock Market LLC notified the Company that the Staff has determined that the Company currently complies with Nasdaq Listing Rule 5550(b)(1), which requires registrants to maintain a minimum stockholders’ equity balance of $2.5 million, (ii) the Company’s preli…

Other Information. As previously disclosed its Annual Report on Form 10-K for the year ended March 31, 2026, filed by the Company with the Securities and Exchange Commission (the “SEC”) on July 14, 2026 (the “Form 10-K”), in July 2026, the Company received a milestone payment of $5.0 million from Eli Lilly and Company upon the achievement of a certain development milestone related to the sale of its FXR Asset in March 2025. As previously disclosed in a Current Report on Form 8-K filed by the…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On July 20, 2026, VivoSim Labs, Inc., a Delaware corporation (the “Company”), received a written notice (the “Notice”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, since the Company’s Annual Report on Form 10-K for the period ended March 31, 2026, reported stockholders’ equity of $(1,099,000), and as of July 20, 2026, the Compan…

Other Events. On July 16, 2026, the Company issued a press release announcing the pricing of the Private Placement. A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

Entry into a Material Definitive Agreement. Securities Purchase Agreement and Warrants On July 16, 2026, VivoSim Labs, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an accredited institutional investor (the “Purchaser”), pursuant to which, among other things, the Company agreed to issue and sell to the Purchaser, in a private placement transaction (the “Private Placement”), (i) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up t…

Unregistered Sales of Equity Securities. The disclosures in

Entry into a Material Definitive Agreement. On March 31, 2026, VivoSim Labs, Inc. (the “Company”) priced a best efforts public offering (the “Offering”) of up to 3,508,772 shares of its common stock, par value $0.001 per share (“Common Stock”), or up to 3,508,772 pre-funded warrants to purchase up to an aggregate of 3,508,772 shares of Common Stock in lieu thereof (“Pre-Funded Warrants”), together with an aggregate of up to 5,263,159 accompanying common warrants (“Common Warrants”) to purchas…

Chief Commercial Officer — Tony Lialin: The company hired a new Chief Commercial Officer with extensive industry experience.

Other Events. As previously disclosed by VivoSim Labs, Inc. (the “Company”), on February 19, 2025, the Company received a written notice from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, since the Company’s Quarterly Report on Form 10-Q for the period ended December 31, 2024 reported stockholders’ equity of $364,000, and as of February 19, 2025, the Company did not meet the alternatives of market value of listed securities or net in…

Other Events. As previously disclosed by the Company, on February 19, 2025, the Company received a written notice from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, since the Company’s Quarterly Report on Form 10-Q for the period ended December 31, 2024 reported stockholders’ equity of $364,000, and as of February 19, 2025, the Company did not meet the alternatives of market value of listed securities or net income from continuing op…

Results of Operations and Financial Condition. On April 2, 2025, Organovo Holdings, Inc., a Delaware corporation (the “Company”), issued a press release to report preliminary unaudited cash for the fiscal year ending March 31, 2025, net cash utilization results for the fiscal fourth quarter of 2025, and guidance that it expects to meet all requirements for continued listing on the Nasdaq Capital Market. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report o…

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

Entry into a Material Definitive Agreement. On February 23, 2025, Organovo Holdings, Inc., a Delaware corporation (the “Company”) entered into an asset purchase agreement (the “Purchase Agreement”) with Eli Lilly and Company, an Indiana corporation (“Lilly”). Pursuant to the Purchase Agreement, Lilly will purchase the Company’s FXR program and related assets (the “Asset Sale”) in consideration of (i) an upfront cash payment equal to $10.0 million, of which $9.0 million will be paid at closing…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously reported, on July 18, 2024, the Company received a written notice (the “First Notice”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the last 30 consecutive business days, the Company no longer met the requirement to maintain a minimum bid price of $…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously reported, on July 18, 2024, Organovo Holdings, Inc., a Delaware corporation (the “Company”), received a written notice (the “Notice”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the last 30 consecutive business days, the Company no longer met the r…

The filing describes an equity incentive plan amendment and restatement, not a management change.

Keith Murphy: Compensatory equity grant to the Executive Chairman.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On July 18, 2024, Organovo Holdings, Inc., a Delaware corporation (the “Company”), received a written notice (the “Notice”) from the Listing Qualifications Staff of the Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the last 30 consecutive business days, the Company no longer meets the requirement to maintain a minimum bid…

Entry into a Material Definitive Agreement. On May 8, 2024, Organovo Holdings, Inc. (the “Company”) priced a best efforts public offering (the “Offering”) of: (i) 1,562,500 shares of its common stock, par value $0.001 per share (“Common Stock”), and accompanying common warrants (“Common Warrants”) to purchase up to 1,562,500 shares of Common Stock at a combined public offering price of $0.80 per share and accompanying Common Warrant to purchase one share of common stock and (ii) pre-funded wa…

Unregistered Sales of Equity Securities. On December 6, 2023, Organovo Holdings, Inc. (the “Company”) issued to a consultant (the “Consultant”) 65,789 shares of its common stock, par value $0.001 per share (“Common Stock”), as compensation a marketing services agreement. The shares of Common Stock were issued the Consultant in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on Rule 506 of Regulation D thereunder. The Cons…

Approval of a new employee stock purchase plan.

above, on August 16, 2023, Jeffrey Miner, Ph.D., the Company’s former Chief Scientific Officer, was notified that his employment with the Company would be terminated. Dr. Miner’s last day of employment was August 25, 2023. On September 19, 2023, in connection with Dr. Miner’s termination, the Company entered into a Separation Agreement and General Release (the “Separation Agreement”) with Dr. Miner, to be effective as of September 27, 2023. Pursuant to the Separation Agreement, Dr. Miner rele…

Reduction in force led to departures.

General Counsel and Corporate Secretary — Tom Jurgensen: Mr. Jurgensen's employment was terminated as part of a reduction in force.