8-K

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): October 17, 2022

TIVIC HEALTH SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-41052	81-4016391
(State or other jurisdiction<br> <br>of incorporation)	(Commission<br> <br>File Number)	(IRS Employer<br> <br>Identification No.)

25821 Industrial Blvd., Suite 100

Hayward, CA 94545

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (888) 276-6888

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)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading<br> <br>symbol(s)	Name of each exchange<br> <br>on which registered
Common Stock, par value $0.0001 per share	TIVC	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company 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  ☒

If 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 7.01	Regulation FD Disclosure

On October 17, 2022, Tivic Health Systems, Inc. (the “Company”) issued a press release announcing the execution of the purchase agreement to acquire substantially all of the assets of Reliefband Technologies, LLC. A copy of that press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

Also on October 17, 2022, the Company began using a new corporate presentation. A copy of that corporate presentation is furnished as Exhibit 99.2 hereto and incorporated herein by reference. A copy of the presentation is also available on the Company’s website located at https://tivichealth.com/investor/.

The information set forth under Item 7.01 of this Current Report on Form 8-K (“Current Report”), including Exhibits 99.1 and 99.2 attached hereto, are 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 such section. The information in Item 7.01 of this Current Report, including Exhibits 99.1 and 99.2, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

Forward-Looking Statements

This Current Report, including Exhibits 99.1 and 99.2 attached hereto, contains certain forward-looking statements that involve substantial risks and uncertainties. When used herein, the terms “anticipates,” “expects,” “estimates,” “believes,” “will” and similar expressions, as they relate to us or our management, are intended to identify such forward-looking statements.

Forward-looking statements in this Current Report, including Exhibits 99.1 and 99.2 attached hereto, or hereafter, including in other publicly available documents filed with the Securities and Exchange Commission, reports to the stockholders of the Company and other publicly available statements issued or released by us involve known and unknown risks, uncertainties and other factors which could cause our actual results, performance (financial or operating) or achievements to differ from the future results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements. Such future results are based upon management’s best estimates based upon current conditions and the most recent results of operations. These risks include, but are not limited to, the risks set forth herein and in such other documents filed with the Securities and Exchange Commission, each of which could adversely affect our business and the accuracy of the forward-looking statements contained herein. Our actual results, performance or achievements may differ materially from those expressed or implied by such forward-looking statements.

Item 9.01	Financial Statements and Exhibits.

(d) Exhibits.

Exhibit<br> <br>No.	Description
99.1	Press Release, dated October 17, 2022.
99.2	Corporate Presentation, dated October 2022.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 undersigned hereunto duly authorized.

Dated: October 17, 2022

TIVIC HEALTH SYSTEMS, INC.
By:	/s/ Veronica Cai
Name:	Veronica Cai
Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

PRESS RELEASE

Tivic Health to Acquire Assets of Reliefband

Company Intends to Dramatically Expand Product Offerings into Bioelectronic Treatment of Nausea

CEO to Host Investor Call/Webcast on Wednesday, October 19^th^ at 1:30 PM PT / 4:30 PMET

SAN FRANCISCO – October 17, 2022 – Tivic Health^®^ Systems, Inc. (Nasdaq: TIVC) (“Tivic Health”), a commercial-phase health technology company focused on bioelectronic medicine, today announced it has entered into a definitive agreement to acquire the Reliefband product line for nausea treatment and all related assets from Reliefband Technologies, LLC.

Reliefband has been an innovator in wearable, FDA-cleared electronic therapeutics for treatment of nausea and vomiting. Reliefband has multiple products available both over-the-counter and by prescription.

“We are incredibly excited to add the full suite of Reliefband products to our commercial portfolio,” said Jennifer Ernst, CEO of Tivic Health. “The Reliefband team successfully pioneered a direct-to-consumer business model for medical products. This acquisition, when combined with our growing direct-to-consumer sales of ClearUP, will significantly accelerate Tivic’s revenue opportunities.”

Recurring nausea impacts approximately 1 in 6 US adults. According to QY Research, nausea treatment is a $2.4B market in the US and $5.5B globally, growing at 6.5% CAGR.

Reliefband’s wrist-worn electronic nerve stimulators have been FDA-cleared for treatment of nausea associated with seven independent clinical indications, including nausea from motion sickness, pregnancy, migraines, anxiety, chemotherapy, various medications and hangovers.

The patented products are backed by 40 peer-reviewed clinical studies and have generated over 3500 Amazon reviews averaging 4+ stars.

Both Reliefband and ClearUP products offer consumers ways to manage health-related conditions without the issues and side effects often associated with medication use. Both are FDA-cleared, highly effective, fast-acting, convenient, and drug-free. Both currently are sold primarily online, and both have received CE Marks allowing international expansion.

In addition to the Reliefband direct-to-consumer branded products, Tivic will also acquire Reliefband’s Reletex-branded prescription nausea treatments. Reletex products are currently distributed by hospitals and medical professionals and are reimbursed under HCPCS code E0765 for certain conditions.

“We look forward to growing Tivic with the addition of clinically proven, revenue-producing bioelectronic products that have seen strong customer adoption and growth,” continued Ernst.

Consideration to be provided by Tivic consists of up to $33.5 million, of which up to $1.5 million can be paid, at the election of Tivic, in restricted common stock of Tivic. Consideration is subject to working capital adjustments, less Reliefband transaction expenses and any indebtedness of Reliefband at closing.

The transaction is expected to be consummated in the fourth quarter of 2022 or first quarter of 2023 after the satisfaction of certain customary closing conditions, including but not limited to securing the financing necessary to pay the purchase price. Additional information on the transaction can be found in a Current Report on Form 8-K filed by Tivic with the Securities and Exchange Commission (SEC).

Jennifer Ernst, CEO of Tivic Health, will host an investor conference call/webcast on Wednesday,October 19, 2022, at 1:30 PM PT / 4:30 PM ET.

Teleconference Details:

Toll-Free: 888-506-0062

International: 973-528-0011

Participant Access Code: 533904

Webcast Link:

https://www.webcaster4.com/Webcast/Page/2865/46849

About Tivic

Tivic Health Systems, Inc. is a commercial-phase health technology company delivering non-invasive bioelectronic treatments that provide consumers with a choice in the treatment of inflammation and immune-related conditions. For more information visit https://tivichealth.com @TivicHealth.

Forward-Looking Statements

This press release may contain “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other thanstatements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,”“contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,”“target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements arebased on Tivic Health Systems, Inc.’s current expectations and are subject to inherent uncertainties, risks, and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future eventsthat may not prove to be accurate. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: risks and uncertainties regarding the potential that Tivicand Reliefband are not able to complete the contemplated transaction, and even if they do complete it, that the expected benefits of the transaction are not achieved; market and other conditions; the risks that the ongoing COVID-19 pandemic may disrupt Tivic or Reliefband’s business more severely than it has to date or more severely than anticipated; unexpected costs, charges or expenses that reduce Tivic’s capitalresources; Tivic’s inability to raise adequate capital to fund the purchase price as well as its existing business; Tivic’s inability to innovate and attract users for Reliefband’s products. Given these risks and uncertainties, youare cautioned not to place undue reliance on such forward-looking statements. For a discussion of other risks and uncertainties, and other important factors, any of which could cause Tivic’s actual results to differ from those contained in theforward-looking statements, see Tivic’s filings with the SEC, including, its Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 31, 2022, under theheading “Risk Factors,” as well as the company’s subsequent filings with the SEC. Forward-looking statements contained in this press release are made as of this date, and Tivic Health Systems, Inc. undertakes no duty to updatesuch information except as required by applicable law.

Investor Contact:

Hanover International, Inc.

ir@tivichealth.com

Media Contact:

Cheryl Delgreco

Cheryl.Delgreco@tivichealth.com

617-723-4004

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EX-99.2

Exhibit 99.2 Electrons as Medicine 2022 October I N V E S T O R P R E S E N T A T I O N N A S D A Q : T I V C T I V I C H E A L T H . C O M 1 NASDAQ: TIVC

F O R W A R D L O O K I N G S T A T E M E N T S This presentation contains forward-looking statements. All statements other than statements of historical facts contained in this presentation may be forward-looking statements. Statements regarding our future results of operations and financial position, economic performance, business strategy and plans and objectives of management for future operations, including, among others, statements regarding our expected growth, acquisition strategies, investments, and future capital expenditures are all forward looking statements. Without limiting the generality of the foregoing, words such as“may,”“will,”“should,”“expect,” “believe,”“anticipate,”“intend,”“could,”“estimate,”“target,”“project,”“might,”“plan,”“predict” or“continue” or the negative or other variations thereof or comparable terminology are intended to identify forward- looking statements. We caution you that any such forward-looking statements are not guarantees of future performance, and are subject to risks, assumptions and uncertainties that are difficult to predict and beyond our ability and control. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Any differences could be caused by a number of factors, including but not limited to: our anticipated needs for working capital; our ability to secure additional financing; regulatory or legal developments in the United States and other countries; our expectation regarding timing, costs, conduct and development of our product candidates; supply chain constraints; our efforts to expand our products and business; and Tivic is not able to complete the contemplated Reliefband acquisition, and even if the transaction gets completed, that the expected benefits of the transaction are not achieved. Many of the important factors that will determine these results are beyond our ability to control or predict. Accordingly, you should not place undue reliance on any such forward- looking statements. Any forward-looking statement speaks only as of the date on which it is made, and, except as otherwise required by law, we do not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New factors emerge from time to time, and it is not possible for us to predict which will arise. We cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. In addition, statements that“webelieve” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date made, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and you are cautioned not to place undue reliance upon these statements. Unless otherwise indicated, information contained in this presentation concerning our industry, competitive position and the markets in which we operate is based on information from independent industry and research organizations, other third-party sources, as well as data from our internal research, and are based on assumptions made by us upon reviewing such data, and our experience in, and knowledge of, such industry and markets, which we believe to be reasonable. In addition, projections, assumptions and estimates of the future performance of the industry in which we operate, and our future performance are necessarily subject to uncertainty and risk due to a variety of factors, which could cause results to differ materially from those expressed in the estimates made by the independent parties and by us. This presentation shall not constitute an offer to sell or the solicitation of an offer to buy our securities. T I V I C H E A L T H . C O M 2 NASDAQ: TIVC

T I V I C H E A L T H : F O U N D E D 2 0 1 6 Investment Highlights 2 FDA Clearances Growth company in the emerging area of noninvasive bioelectronic medicine + CE Mark Strong science backing FDA Approved / CE marked, award-winning product for sinus pain, pressure & congestion Extensible platform with potential applications in migraine and other indications Over ClearUP is the first commercial product, demonstrated management's scientific and commercial capabilities, delivering product from founding to launch in 3 years 32,000 Units Sold Direct consumer engagement accelerating sales traction Non-invasive bioelectronic platform offers effective therapeutic solutions with high safety profile, low-risk, and broad application 153% Year-over-year 500+ IPO 2 3 5 18 DTC unit growth PEER-REVIEWED REGULATORY ISSUED PATENTS 4- AND 5-STAR NOVEMBER PUBLICATIONS CLEARANCES PATENTS PENDING PRODUCT REVIEWS 2021 T I V I C H E A L T H . C O M 3 NASDAQ: TIVC

THE BIG IDEA The body is an electrochemical system. Electrons can be used as medicine. Bioelectronic medicine treats disease by tuning the electrical signals carried along the neural (nerve) pathways. Bioelectronic medicine “represents a multi-billion-dollar opportunity, … [and has the] potential to become a pillar of medical treatment.” Bioelectronics ‘jump-start the next wave of device therapeutics. October 2019 T I V I C H E A L T H . C O M 4 NASDAQ: TIVC 4

B I O E L E C T R O N I C S T R A J E C T O R Y Moving from implants to non-invasive • Bioelectronics historically required implanted, invasive technology • Tivic Health has delivered non-invasive ways to tune neural signals • Non-invasive = Shorter development time, lower risk, broader applicability INVASIVE NON-INVASIVE 1960s 1990s 2010s 2020s Pacemakers Deep Brain, Sleep Apnea, Non-Invasive Spinal Cord Rheumatoid Arthritis Bioelectronics T I V I C H E A L T H . C O M 5 NASDAQ: TIVC

T I V I C H E A L T H ’ S F I R S T P L A T F O R M FOR Non-invasive Nerve Stimulation Proprietary Programmable Patented Algorithms Parameters Form Factor detect optimal treatment zones, produce varied biological responses enables low-level electrical current to personalize therapeutic stimulation for different diseases and conditions penetrate deeply through tissue T I V I C H E A L T H . C O M 6 NASDAQ: TIVC

R O B U S T F O U N D A T I O N S S T R O N G I N T E L L E C T U A L P R O P E R T Y PATENTS PENDING ISSUED PATENTS almost 100 claims 5 18 T H R E E R E G U L A T O R Y C L E A R A N C E S CE 704687 K182025 DEN200006 PEER - R E V I E W E D P U B L I C A T I O N S Double-blind, sham-controlled, randomized trial. Reductions in pain and congestion vs. sham 10 minutes after treatment. Published: International Forum of Allergy & Rhinology Open-label study. Continuous reduction in pain and congestion over 4-weeks of at-home use. Published: Bioelectronic Medicine T I V I C H E A L T H . C O M 7 NASDAQ: TIVC

P R O D U C T & P I P E L I N E Approved product in market Sinus Pain and Congestion (ClearUP) $8B estimated US market, global opportunity (1) Extensible platform Migraine Headache 39M people in US, 1B people worldwide Postoperative Pain following sinus surgery 600,000 FESS (sinus) surgeries annually in US, alternative to opioids Other Potential Temporomandibular Joint Disorder (TMJ) Tinnitus Use Cases Trigeminal Neuralgia Otitis Media / Ear Infection PIPELINE PRODUCT / DISCOVERY CLINICAL PIVOTAL REGULATORY COMMERCIAL THERAPEUTIC AREA CONTENT PARTNERS PRODUCT LINE /R&D FEASIBILITY STUDY CLEARANCE DISTRIBUTION ClearUP™ Sinus Pain and Congestion npdPP Post-Operative Pain npdMI Migraine (1) Market research study of 600 people with recurring sinus conditions. Company-sponsored research conducted by Research America. T I V I C H E A L T H . C O M 8 NASDAQ: TIVC

F I R S T C O M M E R C I A L P R O D U C T I N M A R K E T ® ClearUP Clears congestion, stops sinus pain, non-invasively. “Changed my life!“Unbelievable”“Godsend”“Amazing!” • User glides tip along facial skin around cheek, nose, brow (sinus regions) for 5 minutes, twice daily and as needed • Low-level pulsed current flows from tip, through sinus passages • Launched late 2019, winner of numerous innovation awards • Available through Tier 1 online retailers, average 4+ star ratings • $149 list price (scheduled price increase to $169 in September) Featured on … … and more T I V I C H E A L T H . C O M 9 NASDAQ: TIVC

M A R K E T S I Z E Large Markets, Significant Growth Opportunity 2019 2021 CE Mark Secured for International Growth Sinus Pain Moderate to Severe Sinus Pain, Pressure from allergies Congestion from any cause & Congestion from any cause 1 50M monthly allergy sufferers. 200M US adults experience Global problem. 1 at least monthly. 90% experience sinus pain from Future growth opportunity 2 allergic rhinitis. 27% would consider secured by existing 2 purchase @ $149. regulatory clearance. 27% would consider 2 purchase @ $149. 2 2 = $1.8B US Market = $8.0B US Market ClearUP is indicated for use for temporary relief of sinus pain from allergic rhinitis (US FDA), for temporary relief of moderate to severe congestion (US FDA), and for temporary relief of sinus pain, pressure and congestion (CE Mark). (1) Data from publicly available information that has not been independently verified by the Company. T I V I C H E A L T H . C O M 10 NASDAQ: TIVC (2) Market research study of 600 people with recurring sinus conditions. Company sponsored research conducted by Research America.

C O M P E T I T I V E L A N D S C A P E OTC Drugs Dominate Sinus Care 1 … but 90% of sufferers interested in treatments that decrease use of drugs Intranasal Oral & Intranasal Antihistamines Saline Steroids Decongestants • Treat itchiness Irrigation • Not effective for • Powerful drug • Insomnia, nervousness, • Messy / impractical congestion and pain heart palpitations, • Burning, stinging, nose • Not portable headache, sweating, • Headache, sleepiness, bleeds, headache, nausea, • $706M US market fatigue, dry mouth, nausea, trembling, vomiting, diarrhea, sore weakness, rebound and sore throat throat, dizziness, cough (1) Market research study of 600 people with recurring sinus conditions. Company-sponsored research conducted by Research America. T I V I C H E A L T H . C O M 11 NASDAQ: TIVC

S T R O N G C O N S U M E R P R E F E R E N C E 1 82% preferred ClearUP to existing treatments • No pills, no sprays, nothing in the nose 2 • No drugs, no significant side effects reported • Use any time, anywhere, whenever and as often as needed (1) Data from a 71-person double-blind, randomized, controlled clinical study conducted by Stanford Medicine. T I V I C H E A L T H . C O M 12 NASDAQ: TIVC (2) Most common side effect: 0.02% reported mild skin irritation in clinical studies and post-market surveillance.

C L I N I C A L : P E E R - R E V I E W E D P U B L I C A T I O N Fast-acting Double-blind, randomized, sham-controlled trial examined acute response. Reduction in pain and congestion, 10-minutes after first use. Clinically meaningful reduction in pain RESULTS and congestion 10 minutes after use. PUBLISHED IN Effective for 74% of users 10 minutes after use Runner-Up Best Clinical Manuscript #p = 0.007; *p = 0.008; two-tailed unpaired t-test comparing Sham vs. ClearUP Maul XA, Borchard NA, Hwang PH, Nayak JV. Microcurrent technology for rapid relief of sinus pain: a randomized, placebo‐controlled, double‐blinded clinical trial. Int Forum Allergy Rhinol. 2019;9:352–356. T I V I C H E A L T H . C O M 13 NASDAQ: TIVC

C L I N I C A L : P E E R - R E V I E W E D P U B L I C A T I O N Continued improvement with regular use 4-week open-label study showed continued reduction in pain and congestion with daily use; also showed durable effect, relief present at 6 hours after treatment. Continued week-over-week reduction in symptoms RESULTS PUBLISHED IN Effective for 88% of users after 4 weeks of use ▼43.3% ▼44.3% Reduction in Pain Reduction in Congestion #p < 0.01; *p < 0.0001; two-tailed paired t-test comparing pre-treatment vs. post-treatment Goldsobel, A.B., Prabhakar, N. & Gurfein, B.T. Prospective trial examining safety and efficacy of microcurrent stimulation for the treatment of sinus pain and congestion. Bioelectron Med 5, 18 (2019) doi:10.1186/s42234-019-0035-x T I V I C H E A L T H . C O M 14 NASDAQ: TIVC

C L I N I C A L : M E C H A N I S M O F A C T I O N Multiple pathways relieve multiple symptoms Pain Congestion Low-level current applied to Activation of sympathetic nerve Trigeminal nerve sensory trigeminal nerves fibers promotes rapid release of Sympathetic nerve 1 markedly reduces pain norepinephrine and activation activation relieves 2-4 vasoconstriction. mediates pain congestion. Vasoconstriction reduces swelling, increases air flow, and Sympathetic nerve 5 decreases congestion. activation relieves congestion. Trigeminal 2. Mandel, Yossi, et al. Vasoconstriction by electrical stimulation: new approach to control of non- nerve compressible hemorrhage. Scientific reports 3.1 (2013): 1-7. activation 3. Franco, O.S., et al.“Effects of different frequencies mediates pain of transcutaneous electrical nerve stimulation on venous vascular reactivity.” Brazilian Journal of Medical and Biological Research 47.5 (2014): 411- 418. 4. Malm, L.“Stimulation of sympathetic nerve fibres to the nose in cats.” Acta otolaryngologica 75.2-6 1. Maul, Ximena A., et al. Microcurrent technology (1973); 519-526. for rapid relief of sinus pain: a randomized, 5. Fischer, Laurent, et al.“Adrenergic and non- placebo‐controlled,double‐blinded clinical adrenergic vasoconstrictor mechanisms in the trial. International forum of allergy & rhinology. Vol. human nasal mucosa.” Rhinology 31.1 (1993): 11-15. 9. No. 4. 2019. The mechanism described has been reviewed by the FDA in conjunction with FDA Clearances. T I V I C H E A L T H . C O M 15 NASDAQ: TIVC The exact mechanism of action for ClearUP has not been definitively proven.

D E M A N D G E N E R A T I O N Tried-and-true omnichannel, multi-touchpoint approach • Proven model in consumer marketing GENERATE AWARENESS Digital, cable, and CTV video advertising, • Focus for 2022 scaling social media, SEO, content marketing • Consumer engagement part of our DNA BUILD CREDIBILITY / RETARGETTING • Contributes to success of both OTC 4- & 5- star reviews, clinical publications, value-added content (video content, blogs) and potential prescription products DRIVE PURCHASE Buy Now On-site advertising, co-operative marketing, seasonal promotions Currently available at … and others T I V I C H E A L T H . C O M 16 NASDAQ: TIVC

M A R K E T D E V E L O P M E N T Early traction shows high-growth opportunities in D2C 1 74% of target customers expect to purchase on-line, 65% from manufacturer’s website 2023+: Additional Expedited Early 2022: Channel Growth Development Traction Optimize and scale highest margin channels Opportunity Sept 2016 – Sept 2019 2020-2021 2023+ 2022+ ✓ Tier 1 sales o Healthcare professional ✓ 3 years from • Optimizing website and D2C channels relationships (HCP) referrals founding to in place product sales of • Scaling-up advertising to drive sales, o In-store FDA-cleared capture market share ✓ Over 23,000 units sold medical device o International ✓ 500+ 4- and 5-star • Expanding social media, content marketing ratings (1) Market research study of 600 people with recurring sinus conditions. Company sponsored research conducted by Research America. T I V I C H E A L T H . C O M 17 NASDAQ: TIVC

Expanding Our On October 7, 2022, Tivic entered into a definitive agreement to acquire the Reliefband product line for the treatment of nausea and retching. Product Offerings 99 99 99 99 $ $ $ $ 279 239 139 99 MSRP MSRP MSRP MSRP * Also sold as Reletex P R O D U C T L I N E TIVICHEALTH.COM 1 NASDAQ: TIVC

F I N A N C I A L S Operating results Six Months Ended June 30, ($ in thousands) 2022 2021 Revenues $ 956 $ 591 Direct to consumer 905 357 Retail 170 286 Returns & Warranty Reserves (119) (52) Cost of Sales 760 602 Variable 667 463 Fixed 93 139 Gross Profit (Loss) 196 (11) Net loss $ (5,258) $ (2,450) • ClearUP revenue increased 62% year over year primarily due to 36% increase in unit sales • Variable cost of sales increased 44% year over year primarily due to increase in unit sales and increased shipping, fulfillment and transactional costs • Fixed cost of sales decreased 33% primarily due to increase in unit sales and refinement of manufacturing and distribution processes T I V I C H E A L T H . C O M 19 NASDAQ: TIVC

F I N A N C I A L S Single class of shares • $9.0M cash at the end of Q2 2022 Common Stock as of July 28, 2022 9,677,734 • No debt Options and warrants 1,557,780 • IPO in November 2021 to broaden investor reach, build consumer engagement and sales infrastructure and broaden product pipeline Fully Diluted Shares 11,235,514 T I V I C H E A L T H . C O M 20 NASDAQ: TIVC

Experienced, Execution-oriented Leadership L E A D E R S H I P T E A M Jennifer Ernst Veronica Cai Blake Gurfein Ryan Sabia Chief Executive Officer, Chief Financial Officer, CPA Chief Scientific Officer, Ph.D. Chief Operations Officer 2021 Global sales, marketing, and operations for Co-founder, MBA 25 years broad-based public and private Neuroscientist, Asst. Prof. of Medicine, Female omnichannel and ecommerce growth Founders 100 company finance and accounting UCSF. Pfizer, EMD Serono. Named to 40 Built Tivic Health from companies. Background in both health and leadership for high-growth medical and under 40, Silicon Valley Business Journal. founding to IPO in 5 years. consumer products. Top 25 life science companies. Prior experience Four prior neuromodulation products. Took prior company Women in at RefleXion Medical, Catalyst Bioscience, (Thin Film Electronics) Consumer Zogenix. Previously served at Ernst & from 8-person R&D team Young and at the PCAOB. Healthtech. to $480MM market cap in < 5 years, as CEO of US subsidiary. T I V I C H E A L T H . C O M 21 NASDAQ: TIVC

Experienced Board of Directors I N D E P E N D E N T D I R E C T O R S Sheryle Bolton Karen Drexler Dean Zikria Hult Faculty, Board Chair, Public Board Member, Compensation Global Strategy, J&J, Audit Committee Chair Chair, Nominating & Governance Chair Pfizer, Allergy/Asthma Experienced public company CEO. Board of ResMed (NYSE: RSMD), Chief Commercial Officer, Intuity Medical. International Board Member and serial OutSet Medical (NASDAQ: OM) and VIDA Commercial leadership Pfizer, J&J. entrepreneur. Prior leadership of successful Diagnostics. Sale of companies to Roche, Healthcare Strategy at Accenture, Deloitte. neuroscience IPO. Merrill Lynch Capital J&J. MBA, Stanford; BSE Princeton Growth leadership in Asthma & Allergy. Markets. MBA, Harvard Business School. University. MBA, Rutgers. BS, Biology, Rutgers. T I V I C H E A L T H . C O M 22 NASDAQ: TIVC

T I V I C H E A L T H Summary FDA-cleared product in high-growth sector. Established Tier 1 channels growing. Large available market. Clinical validation with leading institutions, peer-reviewed publications. Regulatory clearances for both US and international sales. Robust IP portfolio, recently issued patents. Extensible platform with multiple product opportunities. st Growth strategy built for 21 century. Experienced leadership, with public company growth experience. T I V I C H E A L T H . C O M 23 NASDAQ: TIVC

Jennifer Ernst CEO, Tivic Health jennifer.ernst@tivichealth.com T I V I C H E A L T H . C O M 24 NASDAQ: TIVC 24