Item 5. Market for Registrant’s Common Equity
ITEM
5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Information
with Respect to our Common Stock and Tradeable Warrants
Our
common stock is publicly traded on the Nasdaq Capital Market, or Nasdaq, and began trading under the symbol “BFRG” on February
14, 2023. Our tradeable warrants are traded on Nasdaq and began trading under the symbol “BFRGW” on February 14, 2023.
Holders
of Record
As
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.
Dividend
Policy
Holders
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
available. We have not paid any dividends since our inception, and we presently anticipate that all earnings, if any, will be retained
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.
Recent
Sales of Unregistered Securities
None.
Securities
Authorized for Issuance under Equity Compensation Plans
The
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, and is incorporated herein by reference.
Issuer
Purchases of Equity Securities
The
Company did not repurchase any of its equity securities during the fourth quarter ended December 31, 2023.
Use
of Proceeds from the Sale of Registered Securities
On
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. 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.
23
There
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. 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.
On
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.
ITEM
6. [RESERVED]