Tivic Health Systems Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Other Events
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On February 19, 2026, Tivic Health Systems, Inc. (the “Company”) convened and then adjourned its special meeting of stockholders (the “Special Meeting”) for stockholders to vote on the proposals described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on January 9, 2026 and mailed to stockholders on January 9, 2026, as supplemented by the Company’s proxy supplement filed with the SEC on February 9, 2026 and mailed to stockholders on February 18, 2026 (together, the “Proxy Statement”). As of December 29, 2025, the record date for the Special Meeting, there were 2,525,778 shares of common stock issued and outstanding and entitled to vote at the Special Meeting. Stockholders holding less than one-third of the capital stock issued and outstanding and entitled to vote at the Special Meeting were present in person (by virtual attendance) or represented by proxy at the Special Meeting. Because a quorum was not present, pursuant to the Company’s Amended and Restated Bylaws (the “Bylaws”), the chairperson of the Special Meeting adjourned the Special Meeting. The Special Meeting was scheduled to reconvene virtually at www.virtualshareholdermeeting.com/TIVC2026SM on March 12, 2026 at 1:00 p.m. Pacific Time (the “Adjourned Meeting”).
| Item 8.01 | Other Events. |
On March 11, 2026, the Board of Directors of the Company adopted a resolution, pursuant to Section 2.16 of the Bylaws, to cancel the Adjourned Meeting. In connection therewith, the Company filed this current report on Form 8-K announcing the cancellation of the Adjourned Meeting and the Company’s withdrawal from consideration by the Company’s stockholders the proposals set forth in the Proxy Statement.
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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.
| TIVIC HEALTH SYSTEMS, INC. | |||
| Date: | March 11, 2026 |
By: | /s/ Michael K. Handley |
| Name: Michael K. Handley Title: Chief Executive Officer |
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