Tivic Health Systems, Inc. 8-K

What Happened

• Tivic Health Systems, Inc. (TIVC) convened a special meeting of stockholders on February 19, 2026 but adjourned it because a quorum was not present. As of the record date (December 29, 2025) there were 2,525,778 shares outstanding and entitled to vote.
• The meeting had been scheduled to reconvene virtually on March 12, 2026 at 1:00 p.m. PT. On March 11, 2026 the Board adopted a resolution under the Company’s Bylaws to cancel that adjourned meeting and the Company filed this Form 8-K announcing the cancellation and withdrawing the proposals set forth in the Proxy Statement (filed January 9, 2026; supplement filed February 9, 2026).

Key Details

• Record date and voting power: 2,525,778 shares of common stock issued and outstanding as of December 29, 2025.
• Initial special meeting date: convened and adjourned on February 19, 2026 due to lack of quorum (less than one-third of outstanding shares represented).
• Reconvened meeting was scheduled for March 12, 2026 at 1:00 p.m. PT (virtual) but was canceled by the Board on March 11, 2026.
• The Company withdrew from stockholder consideration all proposals included in the Proxy Statement and proxy supplement.

Why It Matters

• The canceled meeting means shareholders will not vote on the proposals that had been set out in the Proxy Statement; those matters are no longer moving forward as presented.
• Low participation (no quorum) prevented action at the February 19 meeting and led to cancellation rather than rescheduling, which may affect timing for any governance or corporate actions tied to those proposals.
• Investors should review the filed proxy materials and this Form 8-K for specifics and monitor future SEC filings or company announcements for any new meetings or alternative actions.