NASDAQ: VBIO

Valion Bio, Inc.

CIK 0001787740 · SIC 3845 · Electromedical Equipment

Micro Revenue $780K Assets $32M as of Aug 26, 2026

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8-K Filed Sep 1, 2026 · Period ending Aug 27, 2026

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8-K Filed Aug 27, 2026 · Period ending Aug 26, 2026

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8-K Filed Aug 17, 2026 · Period ending Aug 14, 2026

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10-Q Filed Aug 14, 2026 · Period ending Jun 30, 2026

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8-K Filed Aug 6, 2026 · Period ending Jul 31, 2026

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S-1 Filed Jul 17, 2026 Red flag

Valion Bio files for up to $15M best-efforts IPO at $0.51/share plus warrants; no minimum raise

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8-K Filed Jul 14, 2026 · Period ending Jul 14, 2026

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8-K Filed Jun 18, 2026 · Period ending Jun 17, 2026

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8-K Filed Jun 3, 2026 · Period ending May 28, 2026

Valion Bio shareholders approve 2.6M share equity plan expansion and multiple dilutive financings

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10-Q Filed May 14, 2026 · Period ending Mar 31, 2026

net income -$6.2M. No material changes vs prior filing

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8-K Filed May 14, 2026 · Period ending May 14, 2026

Valion Bio reports Q1 2026 financial results in routine earnings disclosure

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8-K Filed May 4, 2026 · Period ending May 1, 2026

Valion Bio hires Melinda Lackey as General Counsel with $321K salary and 45K options

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8-K Filed Apr 23, 2026 · Period ending Apr 22, 2026

Tivic Health Systems changes name to Valion Bio, ticker to VBIO effective April 28

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10-K Filed Mar 30, 2026 · Period ending Dec 31, 2025 Standing risk

net income -$8.9M. Valion Bio exits ClearUP device business, acquires CDMO assets; losses jump 56%

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10-Q Filed Nov 14, 2025 · Period ending Sep 30, 2025

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10-Q Filed May 15, 2025 · Period ending Mar 31, 2025

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10-K Filed Mar 21, 2025 · Period ending Dec 31, 2024

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Latest financial statements

From 10-Q filed Aug 14, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

consolidated statements of operations (Unaudited)

(unaudited in thousands)

Description Three months ended June 30, 2026 Three months ended June 30, 2025 Six months ended June 30, 2026 Six months ended June 30, 2025
Revenue (39) 86 (15) 156
Cost of Sales 6 32 9 52
Gross Profit (45) 54 (24) 104
Operating Expenses
Selling, general and administrative (1) 310 1 489
Total operating expenses (1) 310 1 489
Loss from discontinued operations (46) (256) (23) (385)
Net loss from discontinued operations (46) (256) (23) (385)

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except share and per share data)

Description June 30, 2026 (unaudited) December 31, 2025
Current assets
Cash and cash equivalents 2,108 12,645
Prepaid expenses and other current assets 524 346
Inventory, net 750
Current assets of discontinued operations 15
Total current assets 3,382 13,006
Property and equipment, net 12,343 12,641
Deferred offering costs 631 136
Licensed technology, net 2,243 2,243
Operating lease right-of-use assets, net 9,835
Goodwill 3,457 3,457
Restricted cash 368
Other assets 214 124
TOTAL ASSETS 32,473 31,607
LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable 639 264
Accrued expenses 1,831 376
Operating lease liabilities, current 533
Current liabilities of discontinued operations 43 6
Total current liabilities 3,046 646
Convertible note payable, net 7,388 6,454
Derivative liability 212 292
Operating lease liabilities, non-current 9,488
Other non-current liabilities 454 48
Total liabilities 20,588 7,440
COMMITMENTS AND CONTINGENCIES (Note 10)
Temporary equity
Series B preferred stock, par value $0.001, 8,400 shares authorized and 2,075 and 2,155 shares issued and outstanding as of June 30, 2026, and December 31, 2025, respectively. 1,421 1,379
Series C preferred stock, par value $0.001, 75,000 shares authorized and 11,687 and 12,000 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively. 6,218 5,991
STOCKHOLDERS' EQUITY
Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 403 issued and outstanding as of June 30, 2026 and December 31, 2025, respectively.
Common stock, $0.0001 par value, 200,000,000 shares authorized; 4,151,919 and 2,525,778 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively. 2 2
Additional paid in capital 70,750 69,392
Accumulated deficit (66,506) (52,597)
Total Stockholders’ equity 4,246 16,797
TOTAL LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY 32,473 31,607

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

Description Six months ended June 30, 2026 Six months ended June 30, 2025
Cash flows from operating activities
Net loss (13,305) (3,433)
Less: Net loss from discontinued operations (23) (385)
Net loss from continuing operations (13,282) (3,048)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation 341 276
Depreciation 362 2
Amortization of debt discount and debt issuance costs 934
Non-cash interest expense 406
Change in fair value of derivative liability (80)
Amortization of right-of-use asset 428
Changes in operating assets and liabilities:
Prepaid expenses and other current assets (178) (113)
Inventory (750)
Other assets (90) (2)
Accounts payable 375 109
Accrued expenses 1,455 353
Lease liabilities (242)
Net cash used in operating activities continuing operations (10,321) (2,423)
Net cash provided by (used in) operating activities discontinued operations 29 (293)
Net cash used in operating activities (10,292) (2,716)
Cash flows from investing activities
Acquisition of property and equipment (64) (3)
Acquisition of licensed technology (543)
Net cash used in investing activities (64) (546)
Cash flows from financing activities
Proceeds from issuance of common stock, net of issuance costs 69 1,908
Proceeds from issuance of preferred stock and common stock warrants, net of issuance costs 241 585
Proceeds from warrant exercises, net of fees (3) 109
Offering costs in advance of sale of common stock (120) (158)
Net cash provided by financing activities 187 2,444
Net decrease in cash and cash equivalents (10,169) (818)
Cash and cash equivalents
Beginning of period 12,645 2,002
End of period 2,476 1,184
Less: Cash and cash equivalents included in discontinued operations
Cash and cash equivalents included in continuing operations 2,476 1,184
Cash and cash equivalents is comprised of:
Cash and cash equivalents 2,108 1,184
Restricted cash 368
Total cash and cash equivalents included in continuing operations 2,476 1,184
Supplemental disclosure on non-cash investing and financing activities
Issuance of common stock warrant 36
Issuance of common stock and preferred stock in exchange for license 1,700
Issuance of common stock for equity line of credit commitment fee 375 94
Dividends declared 235
Lease liabilities arising from right-of-use assets 10,264
Issuance of 10,755 shares of common stock in settlement of RSUs

Amounts as printed on the EDGAR/iXBRL face — (unaudited in thousands); (in thousands, except share and per share data); (in thousands). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗