| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
Vivos Therapeutics, Inc. [ VVOS ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 03/31/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 03/31/2026 | P | 1,044,777(1) | A | $1.34 | 1,044,777 | I | By V-CO Investors 3 LLC(2) | ||
| Common Stock | 03/31/2026 | P | 308,848 | A | $1.34 | 1,353,625 | I | By V-CO Investors 3 LLC(2) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Pre-Funded Warrant | $0.0001 | 03/31/2026 | P | 429,957 | 03/31/2026 | (3) | Common Stock | 429,957 | $1.34 | 429,957 | I | By V-CO Investors 3 LLC(2) | |||
| Series A Common Stock Warrant | $1.09 | 03/31/2026 | P | 1,783,582 | 03/31/2026 | 03/31/2028 | Common Stock | 1,783,582 | $1.34 | 1,783,582 | I | By V-CO Investors 3 LLC(2) | |||
| Series B Common Stock Warrant | $1.09 | 03/31/2026 | P | 1,783,582 | 03/31/2026 | 03/31/2031 | Common Stock | 1,783,582 | $1.34 | 1,783,582 | I | By V-Co Investors 3 LLC(2) | |||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. On March 31, 2026, V-Co Investors 3, LLC converted a bridge promissory note in the amount of $1,400,000 entered into between the reporting person and the Issuer into shares of the Issuer's common stock, based on $1.09 per share of Common Stock plus $0.25 per share in accordance with the Nasdaq minimum price rules. |
| 2. Michael C. Skaff serves as Managing Director of SP Manager LLC, the Manager of V-Co Investors 3 LLC. Michael C. Skaff and SP Manager LLC disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that such persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. |
| 3. The Pre-Funded Warrant has a term ending on the complete exercise of the Pre-Funded Warrant. |
| /s/ Michael C. Skaff, as Managing Director SP Manager LLC, Manager of V-Co Investors 3 LLC | 04/02/2026 | |
| /s/ Michael C. Skaff, Individual | 04/02/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||