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Date of Report (date of earliest event reported):  December 11, 2023

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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 (see General Instruction A.2. below):

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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. ¨

On December 11, 2023, Nasdaq notified vTv Therapeutics, Inc. (the “Company”) that, as of December 8, 2023, the Company had regained compliance with the requirement that the bid price for the Company’s common stock close above $1.00 per share (the “Minimum Bid Requirement”). Nasdaq’s notice provided that because the Company had regained compliance with the Minimum Bid Requirement, the listing of the Company’s common stock on the Nasdaq Capital Market would continue.

As previously disclosed, on December 22, 2022 the Company received a deficiency letter from Nasdaq that notified the Company that it was not in compliance with the Minimum Bid Requirement because the price of its common stock had closed below $1.00 for 30 consecutive business days and that it had 180 days to regain compliance with the Minimum Bid Requirement. On July 17, 2023, a Nasdaq Hearing Panel notified the Company that it had approved the Company’s request to extend the period for the Company to regain compliance with the Minimum Bid Requirement until December 18, 2023. On November 20, 2023, the Company effected a reverse stock split as disclosed in a Current Report on Form 8-K filed on November 20, 2023, in compliance with the terms of the extension received from the Nasdaq Hearing Panel.

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: December 12, 2023