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VivoSim Labs gets Nasdaq equity notice and cites July warrant exercises

Tickers VIVS

Nasdaq said VivoSim Labs no longer met the $2,500,000 stockholders' equity minimum on July 20, 2026, and the company said its equity exceeded $2.5 million after July transactions.

Key facts

Company
VivoSim Labs, INC. (NASDAQ: VIVS)
News type
Listings
Primary source
VivoSim Labs, INC. 8-K (2026-07-24)
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VivoSim Labs, Inc. (Nasdaq: VIVS) received a written notice from the Listing Qualifications Staff of The Nasdaq Stock Market LLC on July 20, 2026. The notice said the company no longer met the requirement to maintain a minimum of $2,500,000 in stockholders' equity under Nasdaq Listing Rule 5550(b)(1). The company disclosed the notice in an 8-K filing dated July 24, 2026.

The notice cited stockholders' equity of $(1,099,000) reported in the company's Annual Report on Form 10-K for the period ended March 31, 2026. It also said the company did not meet the alternative standards of market value of listed securities or net income from continuing operations as of July 20, 2026.

The company said that, as of the filing date, its stockholders' equity was in excess of $2.5 million as a result of transactions described in the filing. It also said it intended to submit a plan to regain compliance within the required period.

The compliance timetable

The company has 45 calendar days from July 20, 2026, or until September 3, 2026, to submit a plan to Nasdaq. If Nasdaq accepts the plan, it may grant an extension of up to 180 calendar days from July 20, 2026, or until January 16, 2027. If Nasdaq does not accept the plan, the company has the right to appeal to a Nasdaq hearings panel. The filing says there can be no assurance that Nasdaq will accept the plan or that the company will maintain compliance with Rule 5550(b)(1) or any other Nasdaq requirement. The notice has no immediate effect on the listing or trading of the common stock, which continues to trade on the Nasdaq Capital Market under the symbol VIVS.

The July transactions

The filing says the company received a $5.0 million milestone payment from Eli Lilly and Company in July 2026, upon the achievement of a development milestone tied to the March 2025 sale of its FXR asset. The company also entered into a Securities Purchase Agreement dated July 16, 2026, with an accredited institutional investor. The private placement closed on July 17, 2026. Under the agreement, the company issued pre-funded warrants to purchase up to 4,705,883 shares and accompanying common warrants to purchase up to 4,705,883 shares. The combined purchase price was $0.85 per share of common stock. Gross proceeds were approximately $4.0 million, before placement agent fees and other offering expenses. The filing does not name the placement agent.

The company also reported a common stock warrant liability of approximately $5.7 million for certain common warrants issued in a public offering that closed on April 1, 2026. Between July 15 and July 17, 2026, approximately 3,370,827 of the 3,947,369 common warrants were exercised for an aggregate of 6,820,000 shares of common stock. The company said this increased stockholders' equity by approximately $5.1 million. As of the filing date the company had 12,057,789 shares of common stock outstanding.

The business and financial position

VivoSim Labs describes itself as a pharmaceutical and biotechnology services company that tests drugs and drug candidates in three-dimensional human tissue models of liver and intestine. It offers partners liver and intestinal toxicology insights using new approach methodologies, or NAM, models.

For the fiscal year ended March 31, 2026, the company reported research and development expense of $4.2 million, compared with $5.0 million for the prior fiscal year. Net loss was $13.8 million, against $2.5 million, and cash from operations was negative $10.8 million, against negative $9.5 million.

What comes next

The next dated step in the filing is the September 3, 2026 deadline for the compliance plan. The outside date for an extension, if granted, is January 16, 2027.

The cure came from financing and warrant exercises, not from earnings. Equity stood at $(1,099,000) in the 10-K and the company lost $13.8 million in the year, with cash from operations of negative $10.8 million. The 6,820,000 shares from warrant exercises and the 4,705,883 pre-funded and 4,705,883 common warrants from the private placement at $0.85 add to the share count. The filing gives no equity figure after the transactions beyond saying it exceeded $2.5 million, so the cushion is unknown, and the company itself says it cannot assure continued compliance.

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