What changed in this filing

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Item 5. Other Information

2025-05-15 compared with 2024-11-13 · 34 added, 28 removed, 12 unchanged (84% of the section changed)

OTHER INFORMATION.

the nine months ended September 30, 2024, none of the Company’s directors or officers adopted or terminated any contract, instruction

or written plan for the purchase or sale of the Company’s securities that was intended to satisfy the affirmative defense conditions

of Rule 10b5–1(c) or any “non-Rule 10b5-1 trading arrangement” (as such terms are defined in Item 408 of Regulation

S-K of the Securities Act).

the Exhibit Index following the signature page to this Quarterly Report on Form 10-Q for a list of exhibits filed or furnished with this

report, which Exhibit Index is incorporated herein by reference.

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 thereunto duly authorized.

BIOPHARMA HOLDINGS, INC.

November 13, 2024

Executive Officer (Principal Executive Officer)

November 13, 2024

Financial Officer

Financial and Accounting Officer)

Rule 10b5-1 Trading Arrangements and Non-Rule 10b5-1

Trading Arrangements

During the fiscal quarter ended March 31, 2025, none of our officers or directors, as those terms are defined in

Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,”

as those terms are defined in Item 408 of Regulation S-K.

See the Exhibit Index following the signature page

to this Quarterly Report on Form 10-Q for a list of exhibits filed or furnished with this report, which Exhibit Index is incorporated

herein by reference.

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 thereunto

duly authorized.

MATINAS BIOPHARMA HOLDINGS, INC.

/s/ Jerome D.

Chief Executive Officer (Principal Executive Officer)

Chief Financial Officer

(Principal Financial and Accounting Officer)

EXHIBIT INDEX

Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to Amendment No.

4 unchanged sentences

(incorporated herein by reference to the Company’s Current Report on Form 8-K filed with the SEC on November 5, 2015).

Certificate of Amendment, dated August 30, 2024 to Certificate of Incorporation.

(incorporated herein by reference to the Company’s Current Report on Form 8-K filed with the SEC on September 3, 2024).

Certificate of Amendment of Certificate of Incorporation, dated August 30, 2024 (filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on September 3, 2024 and incorporated herein by reference).

Form of Certificate of Designation of Series C Convertible Preferred Stock (filed as an exhibit to the Current Report on Form 8-K filed with the Commission on February 13, 2025 and incorporated herein by reference).

Common Stock Purchase Warrant, dated April 5, 2024 (incorporated herein by reference to the Company’s Current Report on Form 8-K filed with the SEC on April 5, 2024).

Securities Purchase Agreement, dated April 2, 2024 (incorporated herein by reference to the Company’s Current Report on Form 8-K filed with the SEC on April 5, 2024).

Placement Agency Agreement, dated April 2, 2024 (incorporated herein by reference to the Company’s Current Report on Form 8-K filed with the SEC on April 5, 2024).

Description of Securities (filed as an exhibit to the Annual Report on Form 10-K filed with the Commission on April 15, 2025 and incorporated herein by reference).

Form of Common Stock Purchase Warrant (filed as an exhibit to the Current Report on Form 8-K filed with the Commission on April 5, 2024 and incorporated herein by reference)

Form of Warrant (filed as an exhibit to the Current Report on Form 8-K filed with the Commission on February 13, 2025 and incorporated herein by reference)

Form of Securities Purchase Agreement (filed as an exhibit to the Current Report on Form 8-K, filed with the Commission on February 13, 2025 and incorporated herein)

Certification of Chief Executive Officer

1 unchanged sentence

Section 1350 Certifications

XBRL Instance Document.

XBRL Taxonomy Extension Schema Document.

XBRL Taxonomy Extension Calculation Linkbase Document.

XBRL Taxonomy Extension Definition Linkbase Document.

XBRL Taxonomy Extension Label Linkbase Document.

XBRL Taxonomy Extension Presentation Linkbase Document.

Page Interactive Data File (embedded within the Inline XBRL document)

Inline XBRL Instance Document.

Inline XBRL Taxonomy Extension Schema Document.

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Inline XBRL Taxonomy Extension Definition Linkbase Document.

Inline XBRL Taxonomy Extension Label Linkbase Document.

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

Indicates a management contract or compensation plan, contract or arrangement.

Certain portions of this exhibit, that are not material

and would likely cause competitive harm to the registrant if publicly disclosed, have been redacted pursuant to Item 601(b)(10) of Regulation

† Indicates a management contract or compensation

plan, contract or arrangement.

Certain portions of this exhibit, that are not material and would likely cause competitive harm to the

registrant if publicly disclosed, have been redacted pursuant to Item 601(b)(10) of Regulation S-K.

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-Q

Item 5. Other Information