Vivani Medical, Inc. filed a Form 8-K on October 30, 2026, disclosing under Regulation FD that the anticipated October 2026 closing of its Cortigent-ClearOne merger transaction has not yet occurred because final regulatory approval is still pending.

Key Highlights

  • Transaction structure: Cortigent, Inc., a wholly owned subsidiary of Vivani Medical, is set to merge with and into CLRO Merger Sub, Inc. and become a wholly owned subsidiary of ClearOne, Inc.
  • Closing delayed: According to the filing, Vivani had anticipated the Transaction would close in October 2026, but closing remains subject to receiving final regulatory approval.
  • Expected timing: The parties to the Transaction "expect the closing to occur shortly after receipt of such approval," the filing stated.
  • Exchange and ticker: Vivani Medical's common stock (par value $0.0001 per share) trades on NASDAQ:VANI.
  • Regulation FD disclosure: The information was furnished under Item 7.01 and is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934.

Cortigent-ClearOne Merger Closing Pending Regulatory Approval as of October 30, 2026

Vivani Medical, Inc. (NASDAQ:VANI) reported on October 30, 2026 that the closing of a previously announced merger involving its wholly owned subsidiary Cortigent, Inc. has not yet taken place. According to the filing, Vivani had entered into a definitive agreement and plan of merger among Cortigent, ClearOne, Inc., and CLRO Merger Sub, Inc., under which Cortigent will merge with and into CLRO Merger Sub, Inc. and become a wholly owned subsidiary of ClearOne.

The company disclosed that while it had anticipated the Transaction would close in October 2026, "the closing of the Transaction continues to remain subject to receiving final regulatory approval." The filing noted that the parties expect the closing "to occur shortly after receipt of such approval," without specifying a revised target date or identifying the regulatory body whose approval is required.

The disclosure was made under Regulation FD (Item 7.01) and is classified as furnished rather than filed, meaning it is not subject to the liabilities of Section 18 of the Securities Exchange Act of 1934 and will not be automatically incorporated by reference into other filings unless expressly stated. The filing was signed by Donald Dwyer, Chief Business Officer of Vivani Medical, Inc. The filing also noted that statements regarding the expected closing constitute forward-looking statements subject to the company's cautionary language and risks described in its regulatory filings, including its most recent Form 10-K and any subsequently filed Form 10-Q reports.

What Was Disclosed

Vivani Medical disclosed via a Regulation FD filing that the Cortigent-ClearOne merger, previously anticipated to close in October 2026, remains open pending final regulatory approval, with the parties expecting closing shortly after that approval is received.