SEC Form S-8 POS filed by Viveve Medical Inc.

As filed with the Securities and Exchange Commission on January 26, 2023.

Registration No. 333-127770

Registration No. 333-153535

Registration No. 333-206041

Registration No. 333-213363

Registration No. 333-220833

Registration No. 333-226152

Registration No. 333-237279

Registration No. 333-254916

Registration No. 333-257649

Registration No. 333-262007

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

POST-EFFECTIVE AMENDMENT NO. 1 TO:

Form S-8 Registration No. 333-127770

Form S-8 Registration No. 333-153535

Form S-8 Registration No. 333-206041

Form S-8 Registration No. 333-213363

Form S-8 Registration No. 333-220833

Form S-8 Registration No. 333-226152

Form S-8 Registration No. 333-237279

Form S-8 Registration No. 333-254916

Form S-8 Registration No. 333-257649

Form S-8 Registration No. 333-262007

UNDER THE SECURITIES ACT OF 1933

VIVEVE MEDICAL, INC.

(Exact name of registrant as specified in its charter)

345 Inverness Drive South

Building B, Suite 250

Englewood, CO 80112

Telephone: (720) 696-8100

(Address, including zip code, of Principal Executive Offices)

2005 Stock Incentive Plan

Viveve Medical, Inc. Amended and Restated 2013 Stock Option and Incentive Plan

Viveve Medical, Inc. 2017 Employee Stock Purchase Plan

(Full title of the plans)

Scott Durbin

345 Inverness Drive South
Building B, Suite 250
Englewood, CO 80112
Telephone: (720) 696-8100
(Name, address, and telephone number, including area code, of agent for service)

Copies to:

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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 7(a)(2)(B) of the Securities Act. ☐

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment No. 1 (this “Post-Effective Amendment”) relates to the following Registration Statements on Form S-8 (each a “Registration Statement,” and collectively, the “Registration Statements”), filed with the Securities and Exchange Commission (the “SEC”) by Viveve Medical, Inc. (the “Registrant”):

The Registrant is filing this Post-Effective Amendment to deregister any and all securities that remain unsold under the Registration Statements as of the date hereof. In accordance with the undertakings made by the Registrant in the Registration Statements to remove from registration by means of a post-effective amendment any securities that had been registered for issuance but remain unsold at the termination of the offering, the Registrant hereby removes and withdraws from registration any and all securities registered pursuant to the Registration Statements that remain unsold as of the date hereof. Note that the numbers of securities listed above do not take into account any applicable corporate actions, such as stock splits, that may have been taken in the interim.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment to the Registration Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Englewood, State of Colorado, on January 26, 2023.

No other person is required to sign this Post-Effective Amendment in reliance upon Rule 478 under the Securities Act of 1933.