Business Context and Reporting Period
This Form 8-K was filed by Vivos Therapeutics, Inc. on June 15, 2026, reporting events that occurred on June 10, 2026. The filing discloses the entry into a Material Definitive Agreement and provides Regulation FD disclosure regarding a new strategic collaboration.
Key Financial Metrics
This filing does not contain specific financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on the terms of a new business agreement.
Material Changes and Agreements
On June 10, 2026, the Company entered into a Collaboration Agreement with South Palm Cardiovascular Associates, LLC ("SPCVA") to form a new management services organization named AIM Florida, LLC ("AIM Florida").
- Purpose: AIM Florida will provide administrative, operational, billing, payer-contracting, marketing, platform, and data support services to affiliated clinical entities delivering sleep apnea diagnostic and treatment services.
- Market Focus: The collaboration is initially focused on the Palm Beach County, Florida market.
- Ownership Structure: Vivos Therapeutics expects to hold not less than 80% of the membership interests, while SPCVA expects to hold up to 20%.
- Management: Vivos Provider Network, LLC, a wholly-owned subsidiary of the Company, is contemplated to serve as the initial manager.
- Financial Terms: SPCVA's investment will be made at fair market value. Distributions of cash and allocations of income/loss will be made strictly in proportion to membership interest percentages, independent of patient referral volume.
Guidance, Outlook, and Risks
The filing contains forward-looking statements regarding the anticipated strategic, operational, and financial benefits of the collaboration. However, the Company explicitly notes that actual results may differ materially due to several risks:
- Failure to finalize definitive agreements on acceptable terms or in a timely manner.
- Failure to form, capitalize, govern, or operate AIM Florida as contemplated.
- Regulatory, compliance, reimbursement, or operational challenges.
- Failure to achieve anticipated revenue, contribution margins, profitability, or scalability.
The Company undertakes no obligation to update these forward-looking statements except as required by law.
Investor Verification Checklist
- Verify the execution of the definitive operating agreement for AIM Florida, LLC, which is currently being negotiated.
- Confirm the final capitalization and ownership percentages of Vivos Therapeutics and SPCVA in AIM Florida.
- Monitor the regulatory approval status required for the formation and operation of the new entity.
- Review the full text of the Collaboration Agreement filed as Exhibit 10.1 for specific termination rights and liability clauses.
- Assess the timeline for the launch of services in the Palm Beach County market.