Item 3. Legal Proceedings
ITEM 3.
LEGAL PROCEEDINGS
To our knowledge, other than described below,
neither the Company nor any of its officers or directors is a party to any material legal proceeding or litigation and such persons know
of no material legal proceeding or contemplated or threatened litigation, other than as described below. There are no judgments against
us or our officers or directors. None of our officers or directors has been convicted of a felony or misdemeanor relating to securities
or performance in corporate office.
38
On January 19, 2024, a purported securities class
action complaint, captioned Eric Olmstead v. BioVie Inc. et al. , No. 3:24-cv-00035, was filed in the U.S. District Court for the
District of Nevada, naming the Company and certain of its officers as defendants. On February 22, 2024, a second, related putative securities
class action was filed in the same court asserting similar claims against the same defendants, captioned Way v. BioVie Inc. et al. ,
No. 2:24-cv-00361. On April 15, 2024, the court consolidated these two actions under the caption In re BioVie Inc. Securities Litigation ,
No. 3:24-cv-00035 (the “Securities Class Action”), appointed the lead plaintiff, and approved selection of the lead counsel.
On June 21, 2024, the lead plaintiff filed an amended complaint, alleging that the defendants made material misrepresentations and/or
omissions of material fact relating to the Company’s business, operations, compliance, and prospects, including information related
to the NM101 Phase 3 study and trial of bezisterim (NE3107) in mild to moderate probable AD, in violation of Sections 10(b) and 20(a)
of the Exchange Act, and Rule 10b-5 promulgated thereunder. The class action is on behalf of purchasers of the Company’s securities
during the period from December 7, 2022 through November 28, 2023, and seeks unspecified monetary damages on behalf of the putative class
and an award of costs and expenses, including attorney’s fees. The defendants filed a motion to dismiss the amended complaint on
August 21, 2024, and on March 27, 2025, the court denied that motion. The parties are now engaged in fact discovery. On February 13, 2026,
the plaintiffs filed a motion for class certification and a motion for leave to file a second amended complaint. Defendants opposed the
motion for leave to amend. On June 5, 2026, the court granted the plaintiffs’ motion for leave to amend, and the same day the plaintiffs
filed their Second Amended Complaint. On June 15, 2026, the defendants filed a Notice of Non-Opposition and Reservation of Rights in response
to the motion for class certification, and on June 18, 2026, the Court granted the plaintiffs’ motion and certified the class subject
to the defendants’ reservation of rights. The defendants answered the Second Amended Complaint on June 22, 2026.
Three shareholder derivative lawsuits piggy-backing
on the Securities Class Action were filed in the United States District Court for the District of Nevada, allegedly on behalf of the Company,
by three putative stockholders: Andrew Hulm on December 30, 2024; William Settel on April 28, 2025 and Cline Wilkerson on September 11,
2025, (collectively the “Related Derivative Lawsuits”). Each Related Derivative Lawsuit names the same current and former
officers and directors as defendants and alleges essentially the same claims: that the defendants breached their fiduciary duties by causing
or failing to prevent the securities violations alleged in the Securities Class Action, and related claims for unjust enrichment, waste
of corporate assets, gross mismanagement, and abuse of control. On September 29, 2025, at the request of the parties, the court consolidated
all three Related Derivative Lawsuits under the caption In re BioVie Inc. Derivative Litigation , Case No. 3:24-cv-0602-CSD (the
“Consolidated Derivative Action”). On January 27, 2026, at the request of the parties, the court stayed the Consolidated Derivative
Action pending resolution of a summary judgment motion by defendants in the Securities Class Action.
The Company believes that the claims are without merit and intends to defend
vigorously against them, but there can be no assurances as to the outcome.
ITEM 4.
MINE SAFETY DISCLOSURES
None.
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PART II
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.