What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2024-03-29 compared with 2023-04-25 · 34 added, 24 removed, 14 unchanged (81% of the section changed)

1 unchanged sentence

with Respect to our Common Stock and Tradeable Warrants

common stock is traded on the Nasdaq Capital Market, or Nasdaq, and began trading under the symbol “BFRG” on February 14,

common stock is publicly traded on the Nasdaq Capital Market, or Nasdaq, and began trading under the symbol “BFRG” on February

Our tradeable warrants are traded on Nasdaq and began trading under the symbol “BFRGW” on February 14, 2023.

of April 14, 2023 we had 19 shareholders of record of our common stock.

of March 27, 2024 we had 17 shareholders of record of our common stock.

This number does not include beneficial owners whose shares are

held by nominees in street name.

of common stock are entitled to receive ratably such dividends, if any, as may be declared by the Board of Directors out of funds legally

We have not paid any dividends since our inception, and we presently anticipate that all earnings, if any, will be retained

for development of our business.

Any future disposition of dividends will be at the discretion of our Board of Directors and will depend

upon, among other things, our future earnings, operating and financial condition, capital requirements, and other factors.

for the development of our business.

Any future disposition of dividends will be at the discretion of our Board of Directors and will

depend upon, among other things, our future earnings, operating and financial condition, capital requirements, and other factors.

Sales of Unregistered Securities

1 unchanged sentence

information required by this item with respect to securities authorized for issuance under equity compensation plans is set forth in

Part III, Item 12 of this Annual Report on Form 10-K.

Part III, Item 12 of this Annual Report on Form 10-K, and is incorporated herein by reference.

Purchases of Equity Securities

2 unchanged sentences

February 13, 2023, our Registration Statement, as amended, and originally filed on Form S-1 (File No.

333-267951) was declared

effective by the SEC for our initial public offering of 1,317,647 units, including 197,647 additional common stock, tradeable

warrants and/or non-tradeable warrants, by the underwriters pursuant to the exercise of the over-allotment option, each at an

offering price of $6.48 per share, $0.01 per tradeable warrant, and/or $0.01 per non-tradeable warrant, for aggregate gross

proceeds of approximately $8.4 million.

After deducting underwriting discounts and commissions and other estimated offering expenses

incurred by us of approximately $1.1 million, the net proceeds from the offering were approximately $7.3 million .

Capital LLC acted as sole book-running manager and the representative of the underwriters of the initial public offering.

offering costs were paid or are payable, directly, or indirectly, to our directors or officers, to persons owning 10% or more of any

class of our equity securities, or to any of our affiliates.

Our common stock and tradeable warrants are traded on Nasdaq under the

symbols “BFRG” and “BFRGW”, respectively.

333-267951) was declared effective

by the SEC for our initial public offering of 1,317,647 units, including 197,647 additional common stock, tradeable warrants and/or non-tradeable

warrants, by the underwriters pursuant to the exercise of the over-allotment option, each at an offering price of $6.48 per share, $0.01

per tradeable warrant, and/or $0.01 per non-tradeable warrant, for aggregate gross proceeds of approximately $8.4 million.

After deducting

underwriting discounts and commissions and other estimated offering expenses incurred by us of approximately $1.1 million, the net proceeds

from the offering were approximately $7.3 million.

WallachBeth Capital LLC acted as sole book-running manager and the representative

of the underwriters of the initial public offering.

No offering costs were paid or are payable, directly, or indirectly, to our directors

or officers, to persons owning 10% or more of any class of our equity securities, or to any of our affiliates.

Our common stock and tradeable

warrants are traded on Nasdaq under the symbols “BFRG” and “BFRGW”, respectively.

has been no material change in the expected use of the net proceeds from our IPO as described in our final prospectus filed with the

SEC on February 16, 2023.

Upon receipt, the net proceeds from our IPO were held in cash, cash equivalents and short-term investments.

As of March 31, 2023, we have used approximately $1.9 million of the net proceeds from the IPO, primarily on D&O Insurance, repayment

of debt that was not converted in the IPO and accrued expenses for technology access, consultants and compensation as well as the costs

for operations in the first quarter of 2023.

Pending such uses, we plan to continue investing the unused proceeds from the IPO in fixed,

non-speculative income instruments and money market funds.

Upon receipt, the net proceeds from our IPO were held in cash, cash equivalents and short-term

We initially used a portion of the net proceeds from the IPO, primarily on D&O Insurance,

repayment of debt that was not converted in the IPO and accrued expenses for technology access, consultants and compensation.

We also used and continue to use the proceeds for costs for operations.

Pending such uses, we plan to continue investing the unused proceeds from

the IPO in fixed, non-speculative income instruments and money market funds.

February 5, 2024 the Company received net proceeds of approximately $4.9 million dollars from an underwritten public offering of 1,507,139

shares of common stock (or pre-funded warrants in lieu thereof) and accompanying warrants to purchase 1,507,139 shares of common stock

at an offering price of $3.782.

The 5 year warrants have an exercise price of $4.16.

On February 21, 2024, the underwriters elected to

exercise the over-allotment option for the purchase of an additional 218,382 shares of common stock, and the Company received additional

net proceeds of approximately $750,000, pursuant to the exercise of the over-allotment.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity