Material Agreement, Management Change/Compensation (Form 8-K)

Item 1.01. Entry into a Material Definitive Agreement.

The information set forth under Item 5.02 of this Current Report on Form 8-K regarding the Separation, Resignation and Executive Transition Agreement, dated as of July 31, 2026 (the "Separation Agreement"), between Vivos Therapeutics, Inc. (the "Company") and Bradford Amman, and the Master Services Agreement, dated as of July 31, 2026 (the "MSA"), between the Company and The CFO Portal, LLC ("CFO Portal"), is incorporated by reference into this Item 1.01.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Chief Financial Officer

On July 31, 2026, Bradford Amman resigned as Chief Financial Officer and Secretary of the Company, and from all other officer and committee positions held by reason of his employment, effective as of that date. Mr. Amman's resignation was voluntary and mutually agreed with the Company, and did not result from any disagreement with the Company on any matter relating to the Company's operations, policies or practices, including any matters concerning the Company's accounting, financial reporting, internal controls or disclosure.

To support an orderly transition, Mr. Amman will remain with the Company as a non-executive transition employee for a period of ninety (90) days following July 31, 2026 (the "Transition Period"), during which he will serve as the Company's principal accounting officer, and will thereafter serve as an advisor to the Company as an independent contractor for an additional one hundred eighty (180) days (the "Advisory Period").

In connection with his resignation, the Company and Mr. Amman entered into the Separation Agreement, pursuant to which, among other things: (i) during the Transition Period, Mr. Amman will continue to receive his current base salary and remain eligible for the Company's employee benefit programs, and previously deferred compensation will be paid to him; (ii) during the Advisory Period, Mr. Amman will receive a monthly advisory fee of $13,333; (iii) the Company will pay Mr. Amman's COBRA premiums for up to six months, subject to eligibility; (iv) subject to approval by the Company's Board of Directors (the "Board") and the effectiveness of the release described below, the Company will grant Mr. Amman a fully vested award of 250,000 shares of the Company's common stock and a stock option to purchase 150,000 shares of common stock, with a per-share exercise price of not less than the closing price of the common stock on the date of grant, vesting monthly during the Advisory Period, in each case under the Company's stockholder-approved equity incentive plan; (v) any outstanding amounts payable under the Separation Agreement will become due, and the option will vest in full, upon the Company's completion of an equity financing of $5 million or more; and (vi) the parties exchanged mutual general releases of claims and covenants not to sue, and Mr. Amman reaffirmed his existing restrictive covenant obligations. The payments and benefits under the Separation Agreement are provided in lieu of any severance or other termination-related payments or benefits under Mr. Amman's employment agreement.

The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Appointment of Chief Financial Officer

Effective July 31, 2026, the Board appointed Roman Franklin, age 42, as the Company's Chief Financial Officer, and designated Mr. Franklin as the Company's principal financial officer for purposes of the Securities Exchange Act of 1934, as amended. Mr. Amman will continue to serve as the Company's principal accounting officer during the Transition Period. Upon the conclusion of the Transition Period, the Board expects to designate a successor principal accounting officer.