Form 8-K Filing by Valion Bio, Inc. (formerly Tivic Health Systems, Inc.)

On June 17, 2026, Valion Bio, Inc. completed a private placement under Section 4(a)(2) of the Securities Act of 1933. The company issued 250 shares of Series B Non-Voting Convertible Preferred Stock at $1,000 per share and a warrant to purchase 156,026 shares of common stock at an exercise price of $0.616280 per share. The total purchase price was $250,000. This transaction is an assignment and amendment of a prior Securities Purchase Agreement originally entered into on April 29, 2025, with an investor, which was subsequently assigned to 3i, LP ("3i"). The issuance was made to 3i, LP.