What changed in this filing

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Item 3. Legal Proceedings

2024-03-28 compared with 2023-03-30 · 61 added, 67 removed, 73 unchanged (64% of the section changed)

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in the below described or other matters may arise from time to time that may harm our business.

April 13, 2021, the Washington State Department of Financial Institutions (“WSDFI”) sent a letter and subpoena requesting

that we produce certain documents and records.

WSDFI is investigating certain sales of our common stock by a previous employee and independent

contractor in Washington prior to our initial public offering.

This subject matter in general (including activities of such previous

employee and independent contractor) had been among the issues previously investigated by a joint committee of our Board of Directors

and internal and external legal counsel that commenced in February 2020 and, pursuant to the findings and recommendations of the joint

committee, led to the company implementing in April 2020 certain enhanced corporate governance policies (in the form of a formal written

policy on private stock sales requiring prior approval of our internal or external legal counsel and changes to certain organizational

We have cooperated with WSDFI regarding this investigation, but during and subsequent to the year ended December 31, 2022,

we have not been made aware of any developments with the investigation.

On June 5, 2020, we filed suit against Ortho-Tain, Inc.

June 5, 2020, we filed suit against Ortho-Tain, Inc.

(“Ortho-Tain”) in the United States District Court for the District

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us in the fall of 2020.

Our amended complaint seeks permanent injunctive relief to prevent what we believe are defamatory statements and

interference with our business relationships by Ortho-Tain.

We further seek declaratory relief to refute the defendant’s false allegations,

as well as monetary damages.

Prior to filing suit, we worked collaboratively with legal counsel at Benco to address and resolve this matter.

Our amended complaint seeks permanent injunctive relief to prevent what we believe are defamatory statements

and interference with our business relationships by Ortho-Tain.

further seek declaratory relief to refute the defendant’s false allegations, as well as monetary damages.

Prior to filing suit,

we worked collaboratively with legal counsel at Benco to address and resolve this matter.

Such efforts were unsuccessful.

On February 26, 2021, Ortho-Tain, Inc.

26, 2021, Ortho-Tain, Inc.

filed a motion to dismiss the amended complaint.

We opposed the

On June 21, 2022, the Tenth Circuit entered an order and judgment.

Pursuant to such order, the appeal was terminated and the case

remanded to the U.S.

District Court for the District of Colorado for further proceedings.

On July 13, 2022, the Clerk of Court for the

Tenth Circuit transferred jurisdiction back to the District Court.

On February 1, 2023, Ortho-Tain filed a motion to re-open the district

court case and set a status conference.

We opposed the motion.

On June 21, 2022, the Tenth Circuit

entered an order and judgment.

Pursuant to such order, the appeal was terminated and the case remanded to the U.S.

District Court for

the District of Colorado for further proceedings.

On July 13, 2022, the Clerk of Court for the Tenth Circuit transferred jurisdiction

back to the District Court.

On February 1, 2023, Ortho-Tain filed a motion to re-open the district court case and set a status conference.

On February 22, 2023, Vivos filed a notice of non-opposition joining that request.

are currently awaiting further action from the district court, including a new decision on Ortho-Tain’s motion to dismiss.

On July 22, 2020 Ortho-Tain, Inc.

On July 26, 2023, the District Court reopened the

On February 14, 2024, the District Court issued an order denying Ortho-Tain’s motion to dismiss after analyzing the issue

of litigation privilege under the standard ordered by the Tenth Circuit.

In response, Ortho-Tain filed a notice of appeal of the District

Court’s order on February 14, 2024.

The appeal has been docketed in the Tenth Circuit, and the record has been completed.

On March 5, 2024, Vivos filed a motion to dismiss the appeal for lack of

jurisdiction.

Ortho-Tain filed its response to the motion to dismiss on March 19, 2024.

Vivos’ reply in support of the

motion to dismiss is to be filed by March 26, 2024.

On March 20, 2024, the Court ordered that Vivos’ motion to dismiss for lack

of jurisdiction will be referred to the panel of judges to be assigned to the appeal, that no ruling on the motion to dismiss would issue

at this time, and that Ortho-Tain is to file its opening brief on or before April 29, 2024.

July 22, 2020 Ortho-Tain, Inc.

filed a Complaint at Law in the United States District Court for the Northern District of Illinois naming

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On May 14, 2021, the United States District Judge entered an order granting

the Company’s motion to stay this case pending the outcome of a substantially similar, first-filed suit by the Company pending in

the United States District Court for the District of Colorado.

the Company’s motion to stay this case pending the outcome of a substantially similar, first-filed suit by the Company pending

in the United States District Court for the District of Colorado.

In light of the stay, the Court denied, without prejudice, the Company’s

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November 22, 2022 the Court extended the stay.

On March 20, 2023, the Parties submitted their joint status report.

In their status report,

the Parties requested that the Court reconsider Defendants’ motions to dismiss and Plaintiff’s motion to strike which were

fully briefed at the time the case was stayed.

Defendants also requested a stay of discovery pending a ruling on the motions to dismiss.

The Parties are awaiting further direction from the Court.

May 17, 2021, plaintiff Steven Rospond (“Rospond”) filed a lawsuit against an entity called Proceed Finance asserting claims

for breach of contract and violation of the Kansas Consumer Protection Act against Defendants Proceed Finance and Security First Bank

regarding a $50,000 loan Rospond took to pay for services provided by our company.

Rospond sent us a subpoena seeking various documents

relating to the services provided by us to which it responded and provided documents on December 21, 2021.

In an Order dated October

26, 2021, the court granted Rospond an extension of up to seven days after we delivered documents to Rospond within which to amend his

lawsuit, including to assert claims against us.

To date, we have no knowledge of Rospond asserting any claims against us.

the court’s docket, this lawsuit was dismissed for lack of prosecution on June 15, 2022.

On March 2, 2023, the Court lifted the stay.

April 13, 2023, the Court ordered the parties to exchange Rule 26(a) disclosures by May 1, 2023 and issue initial written discovery by

May 15, 2023.

Further, the Court referred the matter to the Magistrate Judge to conduct a settlement conference.

On April 28, 2023, the

Court clarified that Dr.

Musso’s court ordered participation in settlement and discovery did not waive his objections to personal

jurisdiction and venue, and that Defendants did not need to file a response to the Complaint at this time.

On June 2, 2023, the case

was reassigned to the Hon.

On July 11, 2023, the Magistrate Judge scheduled a settlement conference for September 1,

On August 1, 2023, Judge Hunt set a deadline to refile motions to dismiss as August 15, 2023, stayed discovery pending resolution

of the motions, and authorized the parties to cancel the settlement conference.

The Company filed a motion to dismiss on August 15, 2023,

and a reply brief on October 3, 2023.

The Parties are currently awaiting a decision on the motion to dismiss.

May 23, 2022, Dr.

David Singh (“Dr.

Dave Singh (“Dr.

Singh”), the founder and former director and Chief Medical Officer of our company,

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parties engaged in voluntary mediation, with no resolution reached.

On November 3, 2022, the Company initiated arbitration with the American Arbitration Association against Dr.

November 3, 2022, the Company initiated arbitration with the American Arbitration Association against Dr.

Gurdev Dave Singh.

The Company’s

Demand for Arbitration alleges that Dr.

Singh’s behaviors and actions constituted a breach of the Employment Agreement as well as

a breach of a fiduciary duty to which he owed the Company, and requests that the Arbitrator declare that Dr.

Demand for Arbitration alleged that Dr.

Singh’s behaviors and actions constituted a breach of the Employment Agreement as well

as a breach of a fiduciary duty to which he owed the Company, and requests that the Arbitrator declare that Dr.

Singh’s sole remedy

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in the Arbitration alleging claims against the Company for breach of contract, employment discrimination, and violation of the Colorado

The Arbitrator has been selected and pursuant to a scheduling conference held on February 15, 2023, the case has been tentatively

set for a four-day Arbitration commencing on January 16, 2024.

On January 23, 2023, we filed a complaint against Dr.

Singh and Dr.

Rod Willey in the United States District Court for the District of

Colorado alleging that Dr.

Singh violated his employment agreement with Vivos when he and Dr.

Willey formed a competing venture, named

Additionally, we contend that both defendants violated state and federal trade secret laws when they formed this competing

business and attempted to unlawfully use our trade secrets to divert business away from Vivos.

We believe the defendants actions have

caused unspecified monetary damages.

Singh’s responsive pleading is due on March 31, 2023.

Willey failed to timely respond

and Vivos moved for a Clerk’s Entry of Default, which was granted on March 24, 2023.

On August 18, 2023, the Company filed an Amended Demand for Arbitration to add two claims for breach of contract of the restrictive

covenants for Dr.

Singh’s work with Koala Plus and with Stimcore.

On January 8, 2024, the Company and Dr.

Singh reached a settlement

and the arbitration has been closed, with the arbitrator maintaining jurisdiction for any issues that may arise from the enforcement

of the settlement agreement.

Mine Safety Disclosures.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 3. Legal Proceedings