17.	Subsequent Events

2021

Public Offering

January 19, 2021,

the Company closed an upsized underwritten public offering of units (the

“January 2021

Offering”) for gross proceeds of approximately

$27,600,000,

which included the exercise of the underwriter's over-allotment option to purchase additional shares and warrants, prior to deducting underwriting discounts and commissions and offering expenses payable by Viveve.

The offering comprised of: (

)

4,607,940

Class A Units, priced at a public offering price of

$3.40

per Class A Unit, with each unit consisting of

one

share of common stock and

one

warrant to purchase

one

share of common stock, at an exercise price of

$3.40

per share that expires on the

fifth

anniversary of the date of issuance; and (

)

2,450,880

Class B Units, priced at a public offering price of

$3.40

per Class B Unit, with each unit consisting of

one

share of Series C convertible preferred stock and

one

warrant to purchase

one

share of common stock, at an exercise price of

$3.40

per share that expires on the

fifth

anniversary of the date of issuance. The underwriter exercised an over-allotment option to purchase an additional

1,058,820

shares of common stock and warrants to purchase

1,058,820

shares of common stock in the offering. The net proceeds to the Company, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company, are expected to be approximately

$25,223,000.

Series C Convertible Preferred Stock

In connection with the closing of a public offering, on

January 19, 2021,

the Company filed the Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock (the “Series C Certificate of Designation”) with the Secretary of State of the State of Delaware. The Series C Certificate of Designation provides for the issuance of the shares of Series C convertible preferred stock. The shares of Series C convertible preferred stock rank on par with the shares of the common stock, in each case, as to dividend rights and distributions of assets upon liquidation, dissolution or winding up of the Company.

With certain exceptions, as described in the Series C Certificate of Designation, the shares of Series C convertible preferred stock have

voting rights.

Each share of Series C convertible preferred stock is convertible at any time at the holder's option into

one

share of common stock, which conversion ratio will be subject to adjustment for stock splits, stock dividends, distributions, subdivisions and combinations and other similar transactions as specified in the Series C Certificate of Designation.

A total of

2,450,880

shares of Series C convertible preferred stock were issued in the

January 2021

Offering. In

January 2021,

all Series C convertible preferred stock were converted into common stock and there are

remaining shares of Series C convertible preferred stock outstanding.

2013

Plan -

2021

Evergreen

Effective

January 1, 2021,

the total common stock reserved for issuance under the

2013

Plan was increased by

307,705

shares from

1,451,246

shares to a total of

1,758,951

shares under the evergreen provision of the

2013

Plan.

November 2019

Offering

–

Amendment to Warrant Pricing Terms

January 19, 2021,

the Company closed a public offering at an effective price of

$3.40

per share of its common stock. As a result, the pricing terms of the Series B, A-

and B-

Common Stock Purchase Warrants (the “Warrants”) were modified so that each Warrant entitles the holder to purchase

one

share of common stock for an adjusted exercise price of

$3.40.

The exercise price for Series B Warrants was modified from

$6.10

per share to

$3.40

per share. The exercise price for Series A-

and B-

Warrants was modified from

$6.371

per share to

$3.40

per share. There was

change to the quantity of warrant shares.

Annual Equity Awards

January 2021,

the Company granted annual equity awards to employees and board members for

690,000

shares of common stock issuable upon vesting of deferred restricted stock units (RSUs) under the

2013

Plan. The RSUs vest in full on the

second

anniversary of the grant date.

Office Lease Amendment

March 2021,

the Company amended the sublease for its office building space. The lease term was extended for a period of

months and will terminate on

March 31, 2024.

The monthly gross rent for the first,

second

and

third

years of the lease extension is

$21,028,

$21,643

and

$22,258

per month, respectively. The Company was also provided a rent abatement for the month of

June 2021.

Additionally, the sublandlord has agreed to perform certain construction, repair, maintenance or other tenant improvements to the subleased premises with estimated costs of approximately

$19,000.