Item 5. Market for Registrant’s Common Equity
Item
5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market
Information
Our
common stock is currently traded on the Nasdaq’s Capital Market under the symbol “BRFH”. Our common stock had been
quoted on the Nasdaq’s Capital Market since January 20, 2022.
Holders
On March 18, 2024, there were 14,507,146 shares of our common stock
outstanding. Our shares of common stock are held by 89 stockholders of record. The number of record holders was determined from the records
of our transfer agent and does not include beneficial owners of common stock whose shares are held in the names of various security brokers,
dealers and registered clearing agencies.
Recent
Sales of Unregistered Securities
On
October 9, 2023, the Company drew down $1,390,000 in convertible debt and converted a total of $1,207,000 of principal into 820,160 shares
of common stock. Additionally, on December 19, 2023, the Company drew down $470,000 in convertible debt and converted a total of $653,000
of principal and $4,000 of accrued interest into 495,331 shares of common stock.
The
registrant relied upon the exemption from registration contained in Rule 506(b) and Section 4(a)(2) of the Securities Act, and corresponding
provisions of state securities laws, on the basis that (i) offers were made to a limited number of prospective investors and existing
debt holders, (ii) each offer was made through direct communication with the offerees by the registrant, (iii) each of the offerees had
the requisite sophistication and financial ability to bear risks of investing in the registrant’s common stock, (iv) the registrant
provided extensive disclosure to the offerees, and (v) there was no general solicitation and no commission or remuneration was paid in
connection with the offers.
16
Purchases
of Equity Securities by the Company
There
were no purchases of equity securities made by the Company in the period covered by this report.
Securities
Authorized for Issuance Under Equity Compensation Plans
For
equity compensation plan information, refer to Item 12. Security Ownership of Certain Beneficial Owners and Related Stockholder Matters
of this Annual Report on Form 10-K.
Transfer
Agent
Our
transfer agent, Securities Transfer Corporation, is located at 2901 N. Dallas Parkway, Suite 380, Plano, Texas 75093, and its telephone
number is (469) 633-0101.
Item
6. [Reserved]
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