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UNITED STATES

SAFETY AND EXCHANGES COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to section 13 or 15(d)

of the Securities Exchange Act of 1934

Report date (date of first reported event): May 31, 2022

VIVEVE MEDICAL, INC.

(Exact name of the declarant as specified in its charter)

Delaware		1-11388		04-3153858
(State or other jurisdiction of incorporation)		(Commission File number)		(IRS Employer ID number.)

345 South Inverness Drive, Building B, Suite 250 Englewood, Colorado		80112
(Address of main executive offices)		(Postal code)

Incumbent‘s phone number, including area code (720) 696-8100

Not applicable

(Former name or address, if changed since last report)

Check the appropriate box below if the filing of Form 8-K is intended to concurrently satisfy the filer’s filing obligation under any of the following provisions:

☐	Written communications pursuant to Rule 425 of the Securities Act (17 CFR 230.425)

☐	Solicit material in accordance with Rule 14a-12 of the Exchange Act (17 CFR 240.14a-12)

☐	Pre-opening communications pursuant to Rule 14d-2(b) of the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-opening communications pursuant to Rule 13e-4(c) of the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange listed on
Ordinary actions		LIVE		NASDAQ Capital market

Indicate with a check mark whether the registrant is an emerging growth company within the meaning of Rule 405 of the Securities Act of 1933 (§ 230.405 of this Chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b- 2 of this chapter).

Emerging growing business ☐

If the company is an emerging growth company, indicate with a check mark whether the registrant has elected not to use the extended transition period to comply with new or revised financial accounting standards under the section 13(a) of the Exchange Act. ☐

Item 3.01. Notice of deregistration or non-compliance with a rule or standard for maintaining registration; Registration transfer.

On May 31, 2022, Viveve Medical, Inc. (the “Company”) received a letter (the “Notice”) from the Nasdaq Stock Market (“Nasdaq”) advising the Company that during the 30 consecutive trading days preceding the date of Note that the bid price for the Company’s common stock closed below the minimum $1.00 per share required to continue to be listed on the Nasdaq Capital Market pursuant to Nasdaq listing rule 5550(a)( 1) (the “Minimum Bid Price Requirement”). The Notice has no effect on the trading of the Company’s common stock at this time, and the Company’s common stock continues to trade on the Nasdaq Capital Market under the symbol “VIVE”.

Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has an initial period of 180 calendar days, or until November 28, 2022 (the “Compliance Date”), to regain compliance. with the Minimum Bid Price Requirement. If, at any time prior to the Compliance Date, the closing bid price of the Company’s common stock is at least $1.00 for at least 10 consecutive trading days, Staff will provide the Company with written confirmation of the compliance with the minimum bid price requirement.

If the Company fails to comply again with the Minimum Bid Price Requirement on the Compliance Date, under Nasdaq Listing Rule 5810(c)(3)(A)(ii) if, as of the compliance date, the company is in compliance with the market value of the publicly held stock requirement for continued listing as well as all other standards for the initial listing of its common stock on the market of Nasdaq Capital (other than the offering price requirement), the Company may be eligible for additional time if the Company also provides written notice to Nasdaq of its intention to cure the deficiency during a second compliance period (by reverse stock split if necessary), after which the Nasdaq may grant the Company an additional 180 days to again comply with the minimum offering price requirement. If the Company fails to comply again with the Minimum Bid Price Requirement on the Compliance Date (or such Compliance Date which may be extended), the ordinary shares of the Company will be subject to a radiation.

The Company intends to monitor the closing bid price of its Common Shares and may, if appropriate, consider implementing available options to restore compliance with the minimum bid price requirement under the Rules of Nasdaq listing.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.

	VIVEVE MEDICAL, INC.
Date: June 3, 2022	By:	/s/ Scott Durbin
		Scott Durbin
		Chief executive officer