UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the ~~Securities Exchange Act of 1934~~

~~Date~~Securities ofExchange ~~Report~~Act ~~(Date~~ of ~~earliest event reported): November 18, 2022~~1934

Date of Report (Date of earliest event reported): December 1, 2022

VIVEVE MEDICAL, INC.

(Exact name of registrant as specified in its charter)



Delaware	1-11388	04-3153858
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)



345 Inverness Drive South, Building B, Suite 250 Englewood, Colorado		80112
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (720) 696-8100

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock	VIVE	Nasdaq Capital Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities ~~registered~~Act ~~pursuant~~of to1933 ~~Section~~or ~~12(b)~~Rule 12b-2 of the Securities Exchange Act: of 1934.

Title of each class Trading symbol(s) Name of each exchange on which registered Common Stock VIVE Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 37.01. ~~Notice~~Regulation ofFD ~~Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing~~Disclosure.

On ~~November~~December 181, 2022, ~~Viveve Medical, Inc. (~~the “Company”) ~~received~~issued a ~~letter~~press ~~from~~release ~~The~~entitled ~~Nasdaq Stock Market LLC (~~“~~Nasdaq”)~~Viveve ~~indicating~~Announces ~~that~~Issuance itof isSecond ~~not~~U.S. inMethod ~~compliance~~Patent ~~with~~for ~~Nasdaq~~Treating ~~Listing~~Female ~~Rule~~Stress ~~5550(b)(1),~~Urinary ~~which~~Incontinence”. ~~requires~~A ~~companies~~copy ~~listed~~of onthe ~~The~~Company’s ~~Nasdaq~~press ~~Capital~~release ~~Market~~is tofurnished ~~maintain~~herewith aas ~~minimum~~Exhibit ~~of $2,500,000 in stockholders’ equity for continued listing~~99.1 Into ~~its~~this ~~quarterly~~Current ~~report~~Report on Form 108-QK ~~for the quarter ended September 30, 2022 filed with the Securities~~ and ~~Exchange~~incorporated ~~Commission~~herein ~~(the~~by ~~“Commission”) on November 10, 2022, the Company reported stockholders’ equity of $1,184,000, and, as a result, does not currently satisfy Listing Rule 5550(b)(1)~~reference.

~~Nasdaq’s~~The ~~letter~~information ~~has~~in noItem ~~immediate~~7.01 ~~impact~~of onthis ~~the~~Current ~~listing~~Report ofon ~~the~~Form ~~Company’s~~8-K, ~~common~~including ~~stock,~~Exhibit ~~which~~99.1 ~~will~~attached ~~continue~~hereto, tois bebeing ~~listed~~furnished and ~~traded~~shall onnot ~~Nasdaq,~~be ~~subject~~deemed to“filed” ~~the~~for ~~Company’s compliance with~~ the ~~other~~purposes ~~continued~~of ~~listing~~Section ~~requirements.~~18 ~~Nasdaq’s~~of ~~letter provides~~ the ~~Company~~Securities 45Exchange ~~calendar~~Act ~~days,~~of ~~or until January 3~~1934, ~~2023,~~as toamended ~~submit a plan to regain compliance. If~~ (the ~~plan~~“Exchange ~~is accepted~~Act”), ~~the~~or ~~Company~~otherwise ~~can~~subject ~~be granted up~~ to ~~180~~the ~~calendar~~liabilities ~~days~~of ~~from~~that ~~November 18~~Section, ~~2022,~~nor toshall ~~evidence~~it ~~compliance. There can~~ be nodeemed ~~assurance~~subject ~~that~~to the ~~Company~~requirements ~~will~~of beamended ~~able~~Item to10 ~~regain~~of ~~compliance~~Regulation ~~with~~S-K, ~~all~~nor ~~applicable~~shall ~~continued~~it ~~listing~~be ~~requirements~~deemed orincorporated ~~that~~by ~~its~~reference ~~plan~~into ~~will~~any befiling ~~accepted~~of by the ~~Nasdaq~~Company ~~staff.~~under In the ~~event~~Securities ~~the~~Act ~~plan~~of is1933, ~~not~~as ~~accepted by the Nasdaq staff~~amended, or in the ~~event~~Exchange ~~the~~Act, ~~plan~~whether ismade ~~granted~~before ~~but~~or ~~the~~after ~~Company fails to regain compliance within~~ the ~~plan~~date ~~period~~hereof, ~~the~~regardless ~~Company~~of ~~would~~any ~~have~~general ~~the~~incorporation ~~right~~language toin asuch ~~hearing before an independent panel~~filing. The ~~hearing~~furnishing ~~request~~of ~~would~~this ~~stay~~information ~~any~~hereby ~~suspension~~shall ornot ~~delisting~~be ~~action~~deemed ~~pending~~an ~~the~~admission ~~conclusion~~as ofto the ~~hearing~~materiality ~~process and the expiration~~ of any ~~additional~~such ~~extension period granted by the panel following the hearing~~information.

~~The~~Item ~~Company intends to take all reasonable measures available to regain compliance under the Nasdaq Listing Rules and remain listed on Nasdaq~~9.01. ~~The~~Financial ~~Company~~Statements ~~is currently evaluating its available options to resolve the deficiency~~ and ~~regain compliance with the Nasdaq minimum stockholders’ equity requirement~~Exhibits. ~~The Company intends to submit the compliance plan by the Nasdaq deadline.~~

As previously disclosed on its current report on Form 8-K filed with the Commission on June 3, 2022, the Company has also received a letter from Nasdaq advising the Company that it was not in compliance with Nasdaq Listing Rule 5550(ad)~~(2),~~ ~~which requires the Company to maintain a minimum bid price of at least $1.00 per share.~~Exhibits

SIGNATURE

Exhibit No.		Description

99.1		Press Release issued by the Company on December 1, 2022, furnished herewith.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

VIVEVE MEDICAL, INC. By: /s/ Scott Durbin Name: Scott Durbin Title: Chief Executive Officer

Date: December 1, 2022	Viveve Medical, Inc.
	By:	/s/ Scott Durbin
		Scott Durbin
		Chief Executive Officer

Date: November 23, 2022

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