BIOVENTRIX, INC. Filed Primary

What the company does

BioVentrix, Inc. is a medical device company focused on developing, manufacturing and commercializing proprietary devices to restore left ventricular function in heart failure patients with reduced ejection fraction (HFrEF). Its lead device program, the Revivent System, has a CE mark in Europe and is in a pivotal trial in the United States called the RELIVE Trial, which began enrolling patients in September 2025 under an FDA investigational device exemption with Breakthrough Device Designation. The Revivent System is designed to reduce the size of the left ventricle in HFrEF patients with left ventricular dilation due to large anterior heart attack scars by folding the scar onto itself in a less invasive mini-thoracotomy procedure. The company also has ownership rights to Alginate, a hydrogel-based device treatment for HFrEF patients without anterior scarring.

Use of proceeds

The net proceeds received by us from this offering will be used primarily to fund the RELIVE clinical trial and the associated manufacturing activities required to support such trial. The remaining portion of the net proceeds will be used to fund working capital and general and administrative expenses. Pending use, the company intends to invest the net proceeds in capital preservation investments, including short-term, investment-grade, interest-bearing instruments, and U.S. government securities.

Underwriters

Extracted from S-1/A 0001493152-26-026355, filed May 29, 2026 and verified against that filing text.

Key risk factors

• Speculative investment with high degree of risk

  “Investing in our common stock is speculative and involves a high degree of risk.”

• Nasdaq listing approval not assured

  “No assurance can be given that our application will be approved by Nasdaq. If our common stock is not approved for listing on Nasdaq, we will not consummate this offering.”

• Need for substantial additional capital

  “our business plan will be very costly, far more costly than the net proceeds we will receive from this offering. To develop and implement our business as currently planned, we will need to raise substantial amounts of additional capital”

• Reliance on lead product candidate

  “Our lead device program, the Revivent System, has a CE mark in Europe and is in its pivotal trial in the United States.”

• Prior ALIVE Trial secondary endpoint failure

  “the failure of the other two measures, cardiovascular mortality and heart failure hospitalization, were in part a result o”

• Emerging growth company / smaller reporting company status

  “We are an emerging growth company under the Jumpstart Our Business Startups Act of 2012 and a “smaller reporting company” as defined in Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and, as such, may elect to comply with certain reduced public company reporting requirements for this prospectus and future filings.”

• No public market prior to offering

  “Prior to this offering, there has been no public market for our common stock.”