Form 8-K

8-K — Vivos Therapeutics, Inc.

Accession: 0001493152-26-028775

Filed: 2026-06-16

Period: 2026-06-15

CIK: 0001716166

SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)

Item: Entry into a Material Definitive Agreement

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-10.1 (ex10-1.htm)

EX-99.1 (ex99-1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: form8-k.htm · Sequence: 1

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0001716166

2026-06-15

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 OR 15(d) of the

Securities

Exchange Act of 1934

Date

of Report (Date of earliest event reported): June 15, 2026 (June 10, 2026)

Vivos

Therapeutics, Inc.

(Exact

name of registrant as specified in its charter)

Delaware

001-39796

81-3224056

(State

or other jurisdiction

(Commission

(I.R.S.

Employer

incorporation)

File

Number)

Identification

No.)

7921

Southpark Plaza, Suite 210

Littleton,

Colorado 80120

(Address

of principal executive offices) (Zip Code)

(866)

908-4867

(Registrant’s

telephone number, including area code)

N/A

(Former

name or former address, if changed since last report)

Check

the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under

any of the following provisions:

☐

Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement

communications pursuant to Rule 13e-4(c) under 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 on which registered

Common

Stock, par value $0.0001 per share

VVOS

The

NASDAQ Stock Market LLC

Indicate

by check mark whether the registrant is an emerging growth company as defined in as defined in 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

growth company ☐

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 13(a) of the Exchange Act. ☐

Item

1.01. Entry into a Material Definitive Agreement.

June 10, 2026, Vivos Therapeutics, Inc. (the “Company”) entered into a Collaboration Agreement (the “Collaboration

Agreement”) with South Palm Cardiovascular Associates, LLC, a Florida limited liability company (“SPCVA”), pursuant

to which the parties agreed to collaborate in the formation and operation of a new management services organization to be known as AIM

Florida, LLC (“AIM Florida”). AIM Florida is intended to provide administrative, operational, billing, payer-contracting,

marketing, platform, data and other non-clinical support services to one or more affiliated professional clinical entities that will

deliver sleep apnea diagnostic and treatment services to patients, with the collaboration initially focused on the Palm Beach County,

Florida market.

Under

the Collaboration Agreement, the Company expects to hold not less than 80% of the membership interests in AIM Florida, and SPCVA expects

to hold up to 20% of the membership interests, in each case subject to the negotiation and execution of definitive documentation and

applicable regulatory requirements. AIM Florida is to be governed by a definitive operating agreement currently being negotiated by the

parties (the “Definitive Agreement”), and the Company’s wholly owned subsidiary, Vivos Provider Network, LLC, is contemplated

to serve as the initial manager of AIM Florida. The Collaboration Agreement provides that SPCVA’s investment will be made at fair

market value and that all distributions of available cash and allocations of income and loss will be made solely in proportion to each

member’s membership interest percentage, without regard to the volume or value of any patient referrals or other business generated

among the parties. The Collaboration Agreement contains customary provisions for an arrangement of this type.

The

foregoing description of the Collaboration Agreement does not purport to be complete and is qualified in its entirety by reference to

the full text of the Collaboration Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated

herein by reference.

Item

7.01. Regulation FD Disclosure.

June 10, 2026, the Company issued a press release announcing the Collaboration Agreement and the contemplated collaboration with SPCVA.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The

information contained in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject

to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933,

as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

Cautionary

Note Regarding Forward-Looking Statements

This

Current Report on Form 8-K contains “forward-looking statements” within the meaning of the federal securities laws, including

statements regarding the Collaboration Agreement and the contemplated formation, capitalization, governance and operation of AIM Florida;

the Company’s and SPCVA’s expected membership interests in AIM Florida; the negotiation and execution of the Definitive Agreement

and related ancillary documents, including management services agreements with affiliated clinical entities; the anticipated scope, scalability

and regulatory compliance of the collaboration; and the expected strategic, operational and financial benefits of the collaboration.

These statements are based on current expectations and assumptions and are subject to risks and uncertainties, many of which are beyond

the Company’s control, including the risk that the parties may be unable to finalize definitive agreements on acceptable terms,

in a timely manner or at all; that AIM Florida may not be formed, capitalized, governed or operated as contemplated; that the collaboration

may be subject to regulatory, compliance, reimbursement or operational challenges; and that the collaboration may not achieve the anticipated

revenue, contribution margins, profitability or scalability. Actual results may differ materially from those expressed or implied by

these forward-looking statements. Additional information regarding factors that may cause actual results to differ materially is included

under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025,

and in the Company’s subsequent filings with the Securities and Exchange Commission. Except as required by applicable law, the

Company undertakes no obligation to publicly update or revise any forward-looking statements.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

10.1

Collaboration Agreement, dated as of June 10, 2026, by and between Vivos Therapeutics, Inc. and South Palm Cardiovascular Associates, LLC.

99.1

Press Release of Vivos Therapeutics, Inc., dated June 10, 2026 (furnished pursuant to Item 7.01).

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

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 undersigned hereunto duly authorized.

VIVOS

THERAPEUTICS, INC.

Date:

June 15, 2026

By:

/s/

R. Kirk Huntsman

Name:

Kirk Huntsman

Title:

Chairman

and Chief Executive Officer

EX-10.1

Filename: ex10-1.htm · Sequence: 2

Exhibit

10.1

COLLABORATION

AGREEMENT

This

Collaboration Agreement (this “Agreement”) is entered into as of June 9, 2026 (the “Effective Date”),

by and between Vivos Therapeutics, Inc., a Delaware corporation with principal offices at 7921 Southpark Plaza, Suite 210, Littleton,

CO 80120 (“Vivos”) and South Palm Cardiovascular Associates, LLC, a Florida limited liability company, with

principal offices at 2300 S. Congress Ave, Suite 105 Boynton Beach, FL 33426 (“SPCVA” and, together with Vivos, the

“Parties” and each individually a “Party”).

RECITALS

WHEREAS,

Vivos is a medical technology company focused on the development and commercialization of innovative treatments and diagnostics for sleep-disordered

breathing, including obstructive sleep apnea (“OSA”), among other related health conditions, and operates a network

of provider-facing management services organizations and clinical support platforms;

WHEREAS,

SPCVA is owned by board-certified cardiologists operating a multi-location private cardiology practice in the State of Florida

(the “SPCVA Physicians”);

WHEREAS,

the Parties desire to collaborate in the formation and operation of a new Arizona limited liability company to be known as AIM Florida,

LLC (the “Company”), which will function primarily as a management services organization (“MSO”)

providing administrative, operational, billing, payer contracting, marketing support, training, platform and data services, and other

non-clinical support services to one or more affiliated professional entities licensed to practice medicine and dentistry in Florida

(each, a “Clinical Entity”), which Clinical Entities will provide sleep apnea diagnostic and clinical treatment services

to patients in Palm Beach County, Florida metropolitan area (the “Territory”);

WHEREAS,

the organizational structure contemplated by the Parties envisions that (i) Vivos will hold not less than eighty percent (80%) and SPCVA

will hold up to (20%) of the membership interests in the Company, (ii) the Company will enter into management services agreements with

a medical entity (the “Medical Entity”) and a dental treatment entity (the “Dental Entity”), (iii)

the Medical Entity will employ nurse practitioners and/or physician assistants and hold payer contracts for the delivery of OSA medical

treatment services, (iv) the Dental Entity will employ dentists and support oral appliance therapy and durable medical equipment distribution,

(v) sleep disorder diagnostics will be provided by an independent diagnostic entity, and (vi) all referrals for services to Medical Entity

and Dental Entity shall be made by licensed providers exercising independent clinical judgment;

WHEREAS,

the Parties intend that the Company will be governed by a definitive Operating Agreement of AIM Florida, LLC (the “Definitive

Agreement”), substantially in the form currently being negotiated by the Parties, which will set forth the rights, obligations,

and governance structure of the members of the Company;

WHEREAS,

any SPCVA investment in the Company will be made at fair market value, and all distributions of available cash and allocations

of income and loss will be made solely in proportion to each member’s membership interest percentage, without regard to the volume

or value of patient referrals or other business generated between or among the Parties or any Clinical Entity;

WHEREAS,

the Parties acknowledge that because SPCVA is owned by licensed healthcare providers who are investing in an MSO that supports

entities providing clinical healthcare services, the arrangement must be structured in compliance with all applicable federal and state

healthcare regulatory requirements, including the federal Anti-Kickback Statute (42 U.S.C. § 1320a-7b(b)), the physician self-referral

prohibition commonly known as the Stark Law (to the extent applicable), and Florida’s prohibitions on fee-splitting with unlicensed

persons; and

WHEREAS,

the Parties desire to enter into this Agreement to memorialize their mutual understanding and intent with respect to the formation, capitalization,

governance, and operation of the Company, to establish their respective obligations prior to the execution of the Definitive Agreement,

and to set forth certain terms and conditions governing their collaboration.

NOW,

THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration,

the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

ARTICLE

I — PURPOSE AND FORMATION OF THE COMPANY

Section

1.1 Formation. The Parties intend to cause the formation of the Company as a Florida limited liability company under the Florida

Limited Liability Company Act (the “Florida Act”) by filing Articles of Organization with the Florida Corporation

Commission. The Company shall be formed promptly following the execution of the Definitive Agreement, or at such earlier time as the

Parties may mutually agree in writing.

Section

1.2 Purpose of the Company. The Company will operate as an MSO providing non-clinical administrative, operational, technology,

marketing, billing, staffing, payer contracting, and management support services to the Clinical Entities pursuant to one or more written

management services agreements (each, an “MSA”).

Section

1.3 Clinical Entities. The Clinical Entities supported by the Company will be separately organized professional entities that

are appropriately owned and licensed in in compliance with Florida law. A medical Clinical Entity will employ nurse practitioners and/or

physician assistants and hold payer contracts for the delivery of OSA treatment services. A dental Clinical Entity will employ dentists

and will support oral appliance therapy and durable medical equipment distribution. All clinical decisions, patient care protocols, and

supervision of licensed providers shall remain exclusively within the authority of the Clinical Entities. All referrals for services

shall be made by licensed healthcare providers exercising independent medical judgment, and no referral shall be required, directed,

or incentivized by SPCVA, the Company, Vivos, or any term of this Agreement or the Definitive Agreement.

ARTICLE

II — OWNERSHIP AND CAPITAL CONTRIBUTIONS

Section

2.1 Membership Interests. The membership interests of the Company (each, a “Membership Interest”) shall

be allocated as follows:

(a) Vivos

shall hold not less than eighty percent (80%) of the outstanding Membership Interests; and

(b) SPCVA

shall hold up to twenty percent (20%) of the outstanding Membership Interests.

Section

2.2 Capital Contributions. Each Party shall make an initial capital contribution to the Company in proportion to its Membership

Interest, at a valuation that reflects the fair market value of such interest as of the date of contribution. The Parties intend to utilize

commercially reasonable methodology, consistent with applicable regulatory guidance, to establish fair market value. SPCVA capital

contribution shall not be conditioned upon, adjusted for, or otherwise tied to any past, present, or anticipated volume or value of referrals

or other business generated between the SPCVA Physicians and the Company or any Clinical Entity.

Section

2.3 No Referral-Based Consideration. The Parties expressly acknowledge and agree that the price paid by Cardiac Solutions

for its Membership Interest in the Company reflects fair market value determined without regard to the volume or value of any referrals

or other business that may be generated between the SPCVA Physicians, on the one hand, and the Company or any Clinical Entity,

on the other hand. No discount, premium, or other adjustment to SPCVA investment price or Membership Interest percentage shall

be made based on referral activity or clinical volume.

Section

2.4 Additional Capital Contributions. Additional capital contributions, if any, shall be made by the members in proportion

to their respective Membership Interests, as determined by the Manager from time to time in accordance with the terms of the Definitive

Agreement. The Definitive Agreement will include provisions addressing the consequences of a member’s failure to make a required

additional capital contribution, including the designation of such member as a “Non-Contributing Member” and the availability

of default loans by contributing members.

ARTICLE

III — DISTRIBUTIONS AND ECONOMIC RIGHTS

Section

3.1 Distributions Based Solely on Equity Interest. All distributions of cash or other property from the Company to its members

shall be made strictly in proportion to each member’s percentage Membership Interest in the Company: that is, not less than eighty

percent (80%) to Vivos and up to twenty percent (20%) to SPCVA. Under no circumstances shall distributions or any other economic

benefit from the Company be determined, in whole or in part, by reference to the volume or value of referrals, patient encounters, clinical

services rendered, or any other measure of healthcare business generated by or attributable to any member, the SPCVA Physicians,

or any affiliated person or entity.

Section

3.2 No Disguised Compensation. The Parties shall not structure or permit any payment, distribution, benefit, or other transfer

of value from the Company to Cardiac Solutions or the SPCVA Physicians that is conditioned upon, or varies with, referrals of

patients or healthcare business to any Clinical Entity, the Company, or any affiliate. Any management fees, expense reimbursements, or

other amounts payable by the Company shall be set in advance at fair market value for the services or items actually furnished, without

taking into account the volume or value of referrals.

Section

3.3 Timing and Discretion. Distributions of available cash shall be made at such times and in such amounts as determined by

the Manager in its sole discretion, subject to the Company’s obligation to make tax advance distributions to members as set forth

in the Definitive Agreement and subject to applicable restrictions under the Florida Act.

Section

3.4 Allocations of Income and Loss. Net income and net loss of the Company shall be allocated among the members pro rata in

accordance with their respective Membership Interests, subject to regulatory and special allocations required by the Treasury Regulations

under Internal Revenue Code Section 704(b), as set forth in the Definitive Agreement.

Section

3.5 Tax Treatment. The Company shall be treated as a partnership for federal, state, and local income tax purposes. Neither

the Company nor any member shall elect to classify the Company as other than a partnership pursuant to Treasury Regulations Section 301.7701-3.

Vivos shall serve as the initial Tax Matters Representative of the Company.

ARTICLE

IV — HEALTHCARE REGULATORY COMPLIANCE

Section

4.1 Anti-Kickback Statute Compliance. The Parties acknowledge that the federal Anti-Kickback Statute (42 U.S.C. § 1320a-7b(b))

(the “AKS”) prohibits the knowing and willful offer, payment, solicitation, or receipt of any remuneration to induce

or reward referrals of items or services payable by federal healthcare programs. The Parties intend that the structure of the Company,

including SPCVA’s investment, the allocation of Membership Interests, and the distribution of profits, will satisfy the

requirements of one or more applicable safe harbors under 42 C.F.R. § 1001.952, including, to the extent applicable, the investment

interest safe harbor set forth in 42 C.F.R. § 1001.952(a). The Parties shall cooperate in good faith to structure the Definitive

Agreement and the ongoing operations of the Company so as to meet the requirements of applicable safe harbors, including but not limited

to the following principles:

(a) Cardiac

Solutions’ investment terms, including the amount of its capital contribution, shall

be consistent with fair market value and shall not be determined in a manner that takes into

account the volume or value of referrals or other business generated by the SPCVA Physicians;

(b) Distributions

to SPCVA shall be proportional to its capital investment and Membership Interest percentage

and shall not be determined in a manner that takes into account the volume or value of referrals;

shall not be required or expected, as a condition of its investment or continued membership,

to make or influence referrals to the Company, any Clinical Entity, or any other person or

entity; and

(d) The

Company shall not market or operate in a manner that targets patients of the SPCVA Physicians

based upon their insurance status or coverage by any federal healthcare program.

Section

4.2 Florida Corporate Practice of Medicine and Dentistry. The Parties acknowledge that Florida does not impose a statutory

prohibition on corporate entities employing or contracting with licensed physicians, and that non-physician-owned entities may generally

employ or engage physicians to deliver clinical services, provided that all licensed healthcare professionals retain exclusive authority

over clinical decision-making. The Company is originally intended to operate as an MSO and not to engage in activities that constitute

the practice of medicine or dentistry under Florida statutes. Unless otherwise agreed by the Parties, professional clinical services

shall be rendered by or under the supervision of licensed providers employed by or contracted with the Clinical Entities. The Company’s

MSAs with the Clinical Entities shall preserve the Clinical Entities’ exclusive authority over all clinical matters, including

without limitation decisions regarding diagnosis, treatment, and the supervision of clinical staff.

Section

4.3 Management Fee Structure. The management fees payable by the Clinical Entities to the Company under any MSA shall be set

at fair market value for legitimate management and administrative services actually rendered and shall not be structured as a disguised

division of professional fees for clinical services. The Parties agree that management fees may be structured on a fixed-fee basis, provided

that the fee arrangement (a) reflects fair market value for the services provided, (b) is commercially reasonable, (c) does not take

into account the volume or value of referrals between the parties, and (d) is consistent with applicable federal law, including the AKS

and applicable safe harbor requirements.

Section

4.4 Clinical Independence. Notwithstanding anything to the contrary in this Agreement or the Definitive Agreement, neither

the Company nor any member of the Company shall have the authority to direct, control, or interfere with the clinical judgment of any

licensed healthcare professional providing services through or on behalf of any Clinical Entity.

Section

4.5 No Referral Obligations. Nothing in this Agreement or the Definitive Agreement shall be construed to require, direct,

or incentivize any Party, the Cardiac Solutions Physicians, or any licensed healthcare provider to refer patients to a Clinical Entity,

or any other entity affiliated with the Company. All patient referral decisions shall be made solely by licensed healthcare providers

in the exercise of their independent medical or clinical judgment, consistent with applicable standards of care and applicable law.

Section

4.6 Ongoing Compliance Obligations. The Parties shall use commercially reasonable efforts to cause the Company to adopt and

maintain a compliance program appropriate to its operations, including policies and procedures designed to ensure ongoing compliance

with the AKS, applicable state self-referral and fee-splitting laws, and any other healthcare regulatory requirements applicable to the

Company’s operations. The Parties shall cooperate in obtaining such legal opinions, valuations, or regulatory guidance as may be

reasonably necessary to confirm the Company’s compliance posture.

ARTICLE

V — GOVERNANCE

Section

5.1 Management. The Company shall be manager-managed under the Florida Act. The initial manager of the Company (the “Manager”)

shall be Vivos Provider Network, LLC, a wholly owned subsidiary of Vivos. The Manager shall have full and complete power, authority,

and discretion to manage the business and affairs of the Company, subject to the protective provisions set forth below and in the Definitive

Agreement.

Section

5.2 Protective Provisions. The Definitive Agreement shall provide that the following actions require the prior written approval

of members holding at least sixty-five percent (65%) of the outstanding Membership Interests:

(a) Amendment

of the Articles of Organization or the Definitive Agreement;

(b) Issuance

of additional Membership Interests or admission of new members;

of indebtedness (other than ordinary-course trade payables) exceeding $250,000 in a single

transaction or series of related transactions, or $750,000 in aggregate;

(d) Material

acquisitions or dispositions of assets exceeding $250,000;

(e) Mergers,

consolidations, dissolution, or liquidation of the Company; and

(f) Changes

to the Company’s auditors or accounting methods (other than as required by GAAP).

Section

5.3 Removal of Manager. The Manager may only be removed for Cause (as defined in the Definitive Agreement, to include fraud,

willful misconduct, gross negligence, felony conviction, material uncured breach, or conduct resulting in material regulatory sanctions)

by the approval of members holding at least seventy-five percent (75%) of the Membership Interests (excluding the Manager, if a member),

after written notice and a thirty (30)-day cure period.

Section

5.4 Replacement Manager Consent. For so long as Vivos (or its affiliates) holds at least fifty percent (50%) of the outstanding

Membership Interests, any replacement Manager shall require the consent of Vivos.

ARTICLE

VI — GOOD FAITH NEGOTIATIONS

Section

6.1 Good Faith Negotiation. The Parties shall negotiate in good faith to finalize and execute the Definitive Agreement and

all related ancillary documents (including the MSAs with the Clinical Entities) on terms consistent with the principles set forth in

this Agreement and the draft Operating Agreement currently under negotiation.

ARTICLE

VII — CONFIDENTIALITY

Section

7.1 Confidential Information. Each Party agrees that the terms of this Agreement and all non-public information exchanged

between the Parties in connection with the transactions contemplated herein, including business plans, financial statements, operating

practices, expansion plans, strategic plans, marketing plans, contracts, customer and patient lists, clinical protocols, pricing information,

intellectual property, and other business documents, in any format whatsoever (collectively, “Confidential Information”),

shall be maintained in strict confidence and shall not be disclosed to any third party without the prior written consent of the other

Party, except:

(a) to

such Party’s officers, directors, employees, attorneys, accountants, financial advisors,

and other representatives who have a need to know such information and who are bound by obligations

of confidentiality no less restrictive than those contained herein;

(b) as

required by applicable law, regulation, or legal process, provided that the receiving Party

provides prompt written notice to the disclosing Party to the extent legally permissible

and uses reasonable efforts to obtain confidential treatment; or

permitted under Article VIII with respect to public announcements.

The

foregoing restrictions shall not apply to information that: (i) is or becomes generally available to the public other than as a result

of a disclosure by the receiving Party in violation of this Agreement; (ii) was independently developed by the receiving Party without

use of Confidential Information; or (iii) becomes available to the receiving Party from a source other than the disclosing Party, provided

that such source is not known to be bound by a confidentiality obligation.

Section

7.2 Securities Law Acknowledgment. Each Party acknowledges that the Confidential Information exchanged hereunder may constitute

material, non-public information under applicable United States securities laws. Each Party acknowledges that the common stock of Vivos

is traded on the Nasdaq Capital Market and that United States securities laws prohibit any person who has material, non-public information

about a company from purchasing or selling securities of such company, or from communicating such information to any other person under

circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell such securities.

Section

7.3 Survival. This Article VII shall be binding upon the Parties and shall survive any termination of this Agreement for a

period of three (3) years.

ARTICLE

VIII — PUBLIC ANNOUNCEMENTS AND DISCLOSURE

Section

8.1 Announcements. Vivos anticipates issuing a press release or other public announcement regarding the collaboration contemplated

by this Agreement. Cardiac Solutions shall cooperate in good faith with Vivos in connection with its preparation of a press release that

describes the nature and purpose of their collaboration.

Section

8.2 SEC and Nasdaq Disclosure. Notwithstanding Section 8.1, Vivos may make such disclosures regarding this Agreement and the

transactions contemplated herein as Vivos determines in good faith are required by applicable securities laws, rules of the Securities

and Exchange Commission, or the listing requirements of the Nasdaq Capital Market, provided that Vivos shall use commercially reasonable

efforts to provide SPCVA with advance notice of and an opportunity to review any such disclosure.

ARTICLE

IX — TERM AND TERMINATION

Section

9.1 Termination. This Agreement shall terminate upon the earliest of:

(a) The

execution of the Definitive Agreement by the Parties;

(b) The

written notice from either Party to terminate after the first 90 days;

notice by either Party to the other that it no longer intends to proceed with the transactions

contemplated herein, provided that such notice may not be given until at least ninety (90)

days after execution of this Agreement, unless the other Party has materially breached a

binding provision of this Agreement and such breach remains uncured following thirty (30)

days’ written notice; or

(d) Written

notice by either Party to the other if, based on a written opinion of qualified healthcare

regulatory counsel, the transactions contemplated by this Agreement cannot be structured

in a manner that complies with applicable law, including the AKS and applicable Arizona healthcare

regulations.

Section

9.2 Survival. Upon termination or expiration of this Agreement, all rights and obligations of the Parties hereunder shall

terminate, except that: (a) Article VII (Confidentiality) and Article VIII (Public Announcements and Disclosure) shall survive in accordance

with their respective terms; (b) any liability for breach of a binding provision occurring prior to termination shall survive; and (c)

this Section 9.2 and Article X (Miscellaneous) shall survive termination.

ARTICLE

X — MISCELLANEOUS

Section

10.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida,

without giving effect to any choice of law or conflict of law provision that would cause the application of the laws of any other jurisdiction.

Section

10.2 Submission to Jurisdiction. Any suit, action, or proceeding arising out of or in connection with this Agreement shall

be brought in the United States District Court for the District of Florida or in the state courts of the State of Florida located in

Palm Beach County, Florida, and each Party hereby irrevocably submits to the exclusive jurisdiction of such courts.

Section

10.3 Expenses. Except as otherwise expressly provided herein, each Party shall bear its own costs and expenses, including

fees and disbursements of counsel, financial advisors, and accountants, incurred in connection with this Agreement and the transactions

contemplated hereby.

Section

10.4 Notices. All notices and other communications under this Agreement shall be in writing and shall be deemed given when

delivered personally, sent by nationally recognized overnight courier (receipt requested), addressed to the Parties at the addresses

set forth on the first page (or at such other address as a Party may designate by written notice):

Section

10.5 Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter

hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, whether written or oral,

with respect to such subject matter; provided, that this Agreement shall be superseded by the Definitive Agreement upon execution and

delivery thereof.

Section

10.6 Amendments. This Agreement may not be amended, modified, or supplemented except by a written instrument executed by both

Parties.

Section

10.7 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by the Party against

whom such waiver is sought to be enforced. No failure or delay in exercising any right or remedy shall operate as a waiver thereof.

Section

10.8 Severability. If any term or provision of this Agreement is held to be invalid, illegal, or unenforceable under applicable

law, such invalidity shall not affect any other term or provision, and the Parties shall negotiate in good faith to modify this Agreement

so as to effect the original intent of the Parties as closely as possible.

Section

10.9 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective

successors and permitted assigns. Neither Party may assign its rights or obligations under this Agreement without the prior written consent

of the other Party.

Section

10.10 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original

and all of which together shall constitute one and the same instrument. Execution and delivery by electronic signature shall be deemed

an original execution for all purposes.

Section

10.11 No Third-Party Beneficiaries. This Agreement is for the sole benefit of the Parties and their respective successors

and permitted assigns, and nothing herein shall be construed to confer any rights or benefits upon any third party.

Section

10.12 Further Assurances. Each Party agrees to execute and deliver such additional documents, instruments, and assurances

and to take such further actions as may be reasonably required to carry out the provisions hereof and give effect to the transactions

contemplated hereby.

[SIGNATURE

PAGE FOLLOWS]

WITNESS WHEREOF, the Parties hereto have caused this Collaboration Agreement to be executed as of the Effective Date by their respective

officers thereunto duly authorized.

VIVOS

THERAPEUTICS, INC.

By:

Name:

Kirk Huntsman

Title:

Chief

Executive Officer

South

Palm Cardiovascular Associates, LLC

By:

Name:

Lyle

Silver

Title:

Administrative

Executive

EX-99.1

Filename: ex99-1.htm · Sequence: 3

Exhibit

99.1

Vivos

Therapeutics Announces Key Collaboration Agreement with Multi-Location Florida Cardiology Group to Extend Much Needed Sleep Apnea and

Insomnia Diagnosis and Treatment to Cardiovascular Patients

LITTLETON,

Colo., June 10, 2026 - Vivos Therapeutics, Inc. (“Vivos” or the “Company”) (NASDAQ: VVOS), a leading medical

device and healthcare services company focused on the treatment of breathing-related sleep disorders and associated chronic health conditions,

including obstructive sleep apnea (“OSA”) and insomnia, today announced that it has entered into a collaboration agreement

with South Palm Cardiovascular Associates, LLC (“SPCVA”), a growing Florida-based cardiology practice with approximately 30,000 patients

of record, to support the formation and operation of AIM Florida, LLC (“AIM Florida”), a physician-aligned management services

organization intended to expand access to integrated diagnostic and therapeutic clinical treatment services for cardiovascular disease

(“CVD”) patients in Florida who also suffer from OSA and insomnia.

Kirk Huntsman, Chairman and Chief Executive Officer of Vivos said, “We believe this key collaboration agreement with SPCVA represents

a unique and highly profitable model for creating additional such relationships across multiple medical specialties throughout the country.

It is based on our current successful model that we have established as a result of our 2025 acquisition of Sleep Centers of Nevada.

The key difference here is that we are partnering directly with the medical community without incurring the significant capital outlays

required in an acquisition. By creating a true collaboration with fully aligned interests, all parties expect to raise the standard of

care for patients who suffer from both OSA and CVD. By aligning our technology and services platform with an experienced Florida cardiology

group, we believe AIM Florida can create a scalable, compliant model for expanding access to comprehensive sleep and breathing health

solutions throughout the state of Florida, and eventually to the more than 2,500 similar cardiology groups throughout the country.”

The

collaboration will address the key concerns that SPCVA cardiologists have experienced with patients who have some form of CVD along with

OSA. Obstructive sleep apnea is independently associated with an increased risk of cardiovascular events and all-cause mortality, particularly

among patients with moderate-to-severe disease. Moreover, SPCVA cardiologists report that obtaining timely diagnosis and treatment for

these patients has been a longstanding concern, consistent with a recognized national shortage of board-certified sleep medicine specialists.

Vivos expects to hold not less than 80% of the membership interests in AIM Florida, with SPCVA holding up to 20%, subject to definitive

documentation and applicable regulatory requirements. SPCVA is owned by board-certified cardiologists operating a multi-location private

cardiology practice in Florida. The parties intend for the collaboration to initially focus on patients in the Palm Beach County, Florida

market, with the goal of helping identify, diagnose and support treatment of OSA and other sleep-disordered breathing conditions that

are often associated with serious cardiometabolic and chronic health conditions.

Based

on its experience in Las Vegas, Vivos believes the AIM Florida model, when fully established, will contribute to the Company’s

cash flow and profitability. The operating plan calls for the initial establishment of one fully staffed Sleep Optimization Team capable

of serving roughly 250 patients per month and generating in excess of $6,000,000 per year with contribution margins approaching 50% once

fully deployed. Additional teams can be added to meet the expected growing demand over time. SPCVA physicians have expressed a desire

to assist AIM Florida in expanding to other Florida communities and among other cardiology and specialty medical practices. The Company

expects that collaborations with additional physician groups and sleep healthcare providers can help broaden patient access to diagnostics

and treatment while supporting Vivos’ long-term commercial growth strategy.

The

collaboration is intended to operate in compliance with applicable federal and state healthcare laws, including the federal Anti-Kickback

Statute, physician self-referral rules to the extent applicable, and Florida healthcare regulatory requirements. Under the Agreement,

all clinical decisions, patient care protocols, supervision of licensed providers and referral decisions will remain exclusively within

the authority of licensed healthcare professionals and will not be directed, controlled or incentivized by Vivos, AIM Florida, SPCVA

or any other non-clinical party.

The

parties anticipate negotiating and executing definitive agreements and related ancillary documents, including management services agreements

with affiliated clinical entities. Until then, there can be no assurance that the contemplated definitive agreements will be completed

on the expected timeline or at all, and even if completed, that the terms therein would be construed as favorable to the Company, that

AIM Florida will be formed or commence operations as anticipated, or that the collaboration will generate any particular revenue, cash

flow or other operating results.

This

press release is being issued for informational purposes only and does not constitute an offer to sell or the solicitation of an offer

to buy any securities. Any securities offering, if undertaken, will be made only pursuant to applicable securities laws and definitive

offering documents.

About

Vivos Therapeutics, Inc.

Vivos

Therapeutics, Inc. (NASDAQ: VVOS) is a medical technology and healthcare services company focused on developing and commercializing

innovative diagnostic and treatment methods for patients suffering from breathing and sleep issues arising from certain dentofacial abnormalities

such as obstructive sleep apnea (OSA) and snoring in adults. Vivos’ devices have been cleared by the U.S. Food and Drug Administration

(FDA) for adult patients diagnosed with all severity levels of OSA and moderate-to-severe OSA in children ages 6 to 17. Vivos’

groundbreaking Complete Airway Repositioning and Expansion (CARE) devices are the only FDA 510(k) cleared technology for treating severe

OSA in adults and the first to receive clearance for treating moderate to severe OSA in children.

OSA

affects over 1 billion people worldwide, yet 80% or more remain undiagnosed and unaware of their condition. This chronic disorder is

not just a sleep issue - it is closely linked to many serious chronic health conditions. While the medical community has made strides

in treating sleep disorders, breathing and sleep health remain areas that are still not fully understood. As a result, legacy OSA treatments

like CPAP are often mechanistic and fail to address the root causes of OSA.

Founded

in 2016 and based in Littleton, Colorado, Vivos is working to change this. Through innovative technology, education, and acquisitions

of, or commercial collaborations with, sleep healthcare providers, Vivos is empowering healthcare providers to address the complex needs

of OSA patients more thoroughly.

Vivos

calls the use of its appliances and protocols to treat OSA The Vivos Method, which offers a proprietary, clinically effective

solution that is nonsurgical, noninvasive, and nonpharmaceutical, providing hope to allow patients to Breathe New Life.

For

more information, visit www.vivos.com.

Cautionary

Note Regarding Forward-Looking Statements

Forward-looking

statements in this press release include, without limitation, statements regarding: the Company’s collaboration agreement with

SPCVA and the contemplated formation, capitalization, governance and operation of AIM Florida; the Company’s expected ownership

of not less than 80% of the membership interests in AIM Florida, with SPCVA holding up to 20%; the negotiation and execution of definitive

agreements and related ancillary documents, including management services agreements with affiliated clinical entities; the anticipated

scope, scalability and regulatory compliance of the collaboration’s clinical and management services model; the expected establishment

of one or more Sleep Optimization Teams and their anticipated revenue-generating capacity and contribution margins; the potential expansion

of the model to additional patients, communities, medical specialties and physician groups within Florida and nationally; and the expected

strategic, operational and financial benefits of the collaboration, including its anticipated contribution to the Company’s cash

flow, profitability and long-term commercial growth strategy.

These

forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties, many of which

are beyond the Company’s control. Such risks and uncertainties include, without limitation: the risk that Vivos and SPCVA may be

unable to finalize definitive agreements or ancillary documents on acceptable terms, in a timely manner or at all; the risk that AIM

Florida may not be formed, capitalized, governed or operated as contemplated; the risk that Vivos may be unable to benefit fully or at

all from the collaboration, even if the contemplated arrangements are consummated; the risk that the Company’s collaboration model,

management services arrangements or related clinical entities may not operate as expected or may be subject to regulatory, compliance,

reimbursement or operational challenges; the risk that the AIM Florida model does not achieve the anticipated revenue, contribution margins

or profitability, or does not scale to additional patients, communities or physician groups; the risk that Vivos may be unable to implement

revenue, sales and marketing strategies and other strategies that increase revenues; the risk that some patients may not achieve the

desired results from using Vivos products; risks associated with regulatory scrutiny of and adverse publicity in the sleep apnea treatment

sector; the Company’s ability to access capital on acceptable terms or at all, and to maintain its Nasdaq listing, including due

to any deficiency in its stockholders’ equity; and general economic, market and interest rate conditions.

Actual

results may differ materially from those expressed or implied by these forward-looking statements. Additional information regarding factors

that may cause actual results to differ materially is included under the heading “Risk Factors” in the Company’s Annual

Report on Form 10-K for the year ended December 31, 2025, when filed, and in the Company’s subsequent Quarterly Reports on Form

10-Q and other filings with the Securities and Exchange Commission, which may be obtained free of charge at https://vivos.com/investors/sec-filings/.

Except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statements

to reflect events or circumstances after the date of this press release.

Vivos

Investor Relations and Media Contact:

Jennifer

Hauser

Investor

Relations Contact

investors@vivoslife.com

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