What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2024-03-28 compared with 2023-03-30 · 52 added, 36 removed, 86 unchanged (51% of the section changed)

1 unchanged sentence

common stock is currently listed on the Nasdaq Capital Market under the symbol “VVOS”.

On March 28, 2023, the last

reported sale price of the shares of our common stock as reported on NASDAQ was $0.32 per share.

On March 26, 2024, the last reported

sale price of the shares of our common stock as reported on NASDAQ was $4.47 per share.

March 26, 2024, we had approximately 7,309 stockholders of record.

On March 28, 2023, there were 29,678,786 shares of our

common stock issued and outstanding.

In addition, we believe that a significant number of beneficial owners of our common stock hold

their shares in street name.

On March 26, 2024, there were 2,731,270 shares of our common stock

issued and outstanding.

In addition, we believe that a significant number of beneficial owners of our common stock hold their shares

in street name

Sales of Unregistered Securities

12 unchanged sentences

March 12, 2021, Vivos Therapeutics granted options to purchase up to 5,800 shares of common stock at an exercise price of $187.50 share

in the following amounts to employees and consultants, 120,000 to two employees (100,000 and 20,000 respectively) with standard vesting

on each of the following dates:

(i) 20% as of the date of grant and (ii) 20% at the end of each year following the date of grant, and

25,000 to a consultant with standard vesting on each of the following dates:

(i) 20% as of the date of grant and (ii) 20% at the end

of each year following the date of grant.

in the following amounts to employees and consultants, 4,800 to two employees (4,000 and 800 respectively) with standard vesting on each

of the following dates:

(i) 20% as of the date of grant and (ii) 20% at the end of each year following the date of grant, and 1,000 to

a consultant with standard vesting on each of the following dates:

(i) 20% as of the date of grant and (ii) 20% at the end of each year

following the date of grant.

March 29, 2021 and as part of the acquisition of certain assets from, and the entry into related agreements with, MyoCorrect, LLC and

32 unchanged sentences

of these warrants vest monthly over one year term of the agreement.

These warrants may be exercised only for cash, and the exercise

price is subject to customary, stock-based anti-dilution protection.

These warrants may be exercised only for cash, and the exercise price

is subject to customary, stock-based anti-dilution protection.

July 8, 2022, the Company issued 600 stock options to a certain employee with an exercise price of $36.25 per share, one-fifth vested

2 unchanged sentences

31,500 of these options vested one-fifth on the date of grant, and one-fifth vests annually through December 23, 2026, 6,400 of these

options vested 50% on the date of grant, and 25% vest on March 23, 2023, and the remaining 25% vest on June 23, 2023, and 456,668 of

these options vested immediately upon issuance.

options vested 50% on the date of grant, and 25% vest on March 23, 2023, and the remaining 25% vest on June 23, 2023, and 18,267 of these

options vested immediately upon issuance.

Additionally, the Company issued warrants to purchase 34,000 shares of the Company’s

1 unchanged sentence

22,300 of these warrants

vested immediately upon issuance, 27,500 of these warrants vest quarterly over one year term, 115,000 of these warrants vest quarterly

over two year term of the agreement, 50,000 of these warrants vest annually over two year term, and 100,000 of these warrants exercisable

upon the achievement of pre-determined performance metrics.

These warrants may be exercised only for cash, and the exercise price is

subject to customary, stock-based anti-dilution protection.

vested immediately upon issuance, 1,100 of these warrants vest quarterly over one year term, 4,600 of these warrants vest quarterly over

two year term of the agreement, 2,000 of these warrants vest annually over two year term, and 4,000 of these warrants exercisable upon

the achievement of pre-determined performance metrics.

These warrants may be exercised only for cash, and the exercise price is subject

to customary, stock-based anti-dilution protection.

January 9, 2023, the Company, closed a private placement (the “Private Placement”) pursuant to which the Company agreed sell

6 unchanged sentences

to the Purchase Agreement, the Company agreed to issue and sell in the Private Placement 80,000 Shares, Pre-Funded Warrants to purchase

up to an aggregate of 4,666,667 shares of Common Stock and Common Stock Purchase Warrants to purchase up to an aggregate of 6,666,667

shares of Common Stock (collectively with the shares of Common Stock underlying the Pre-Funded Warrants and the Warrants, the “Warrant

up to an aggregate of 186,666 shares of Common Stock and Common Stock Purchase Warrants to purchase up to an aggregate of 266,667 shares

of Common Stock (collectively with the shares of Common Stock underlying the Pre-Funded Warrants and the Warrants, the “Warrant

The purchase price per Share and associated Common Stock Purchase Warrant was $30.00, and the purchase price per Pre-Funded

6 unchanged sentences

limitations that may be waived at the option of each holder upon 61 days’ notice to the Company.

November 2, 2023, the Company closed a private placement (the “November 2023 Private Placement”) with an institutional

investor pursuant to which the Company sold an aggregate of $4,000,003 of securities in a private placement consisting of (i)

130,000 shares of Common Stock, (ii) a pre-funded warrant to purchase 850,393 shares of Common Stock at an exercise price of $0.0001

per share, (iii) a five-year Series A Common Stock Purchase Warrant to purchase up to 980,393 shares of Common Stock with an

exercise price of $3.83 per share and (iii) an 18-month Series B Common Stock Purchase Warrant (the “Series B Warrant”)

to purchase up to 980,393 shares of Common Stock with an exercise price of $3.83 per share.

14, 2024, we entered into a warrant inducement letter agreement (the “Inducement Agreement”) with the same institutional investor

in the November 2023 Private Placement pursuant to which the investor agreed to exercise for cash the entirety of the Series B Warrant

at an exercise price of $4.02 per share (with such exercise price being established for purposes of compliance with the listing rules

of the Nasdaq Stock Market), resulting in gross proceeds to the Company of approximately $4.0 million.

Pursuant to the Inducement Agreement,

in consideration for the immediate exercise of the Series B Warrant in full, we agreed to issue to the investor, in a new private placement

transaction (the “Inducement Transaction”):

(i) a 5-year, Series B-1 Common Stock Purchase Warrant to purchase 735,296 shares

of our common stock at an exercise price of $5.05 per share, and (ii) an 18-month, Series B-2 common stock purchase warrant to purchase

735,296 shares of our common stock at an exercise price of $5.05 per share (collectively, the “Inducement Warrants” and such

aggregate 1,470,592 shares of Common Stock underlying the Inducement Warrants, the “Inducement Warrant Shares”).

The Inducement

Warrants are identical to each other, other than their dates of expiration, and are substantially identical to the Series B Warrant.

Authorized for Issuance under Equity Compensation Plans

1 unchanged sentence

award plan (the “2017 Plan”), and our 2019 stock and option award plan (the “2019 Plan”).

Shares to be Issued Upon

Exercise of Outstanding

Options, and Rights

be Issued Upon

Plan Category:

Exercise Price

Equity compensation plans approved by security holders:

1,333,333 (1)

2,366,667 (2)

Equity compensation plans approved by security

2017 Plan permits grants of equity awards to employees, directors, consultants and other independent contractors.

5 unchanged sentences

the 2019 Plan.

of the date of this Annual Report on Form 10-K, we have not paid any cash dividends to stockholders.

The declaration of any future cash

dividend will be at the discretion of our Board of Directors and will depend upon our earnings, if any, our capital requirements and

financial position, the general economic conditions, and other pertinent conditions.

It is our present intention not to pay any cash

dividends in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

of the date of this Annual Report on Form 10-K, we have never paid or declared any cash dividends on our common stock, and we do not

anticipate paying any cash dividends on our common stock in the foreseeable future.

We intend to retain all available funds and any future

earnings to fund the development and expansion of our business.

Any future determination to pay dividends will be at the discretion of

our board of directors and will depend upon a number of factors, including our results of operations, financial condition, future prospects,

contractual restrictions, restrictions imposed by applicable law and other factors our board of directors deems relevant.

ability to pay cash dividends on our stock may also be limited by the terms of any future debt or preferred securities or future credit

of Equity Securities by the Issuer and Affiliated Purchasers.

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 5. Market for Registrant’s Common Equity