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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 16, 2023

 

BULLFROG AI HOLDINGS, INC.

(Exact name of registrant as specified in charter)

 

Nevada   001-41600   84-4786155
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

325 Ellington Blvd, Unit 317

Gaithersburg, MD 20878

(Address of principal executive offices) (Zip Code)

 

(240) 658-6710

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since the last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $ 0.00001 per share   BFRG   The Nasdaq Stock Market LLC (The Nasdaq Capital Market)
Tradeable Warrants   BFRGW   The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement

 

Effective October 16, 2023, Bullfrog AI Holdings, Inc. (the “Company”) entered a Commercial Agreement (the “Agreement”) with the Lieber Institute for Brain Development (LDB) engaging in the development and commercialization of AI and machine learning solutions to advance medicine and improve human health.

 

Item 9.01 Financial Statements and Exhibits 

 

(d) Exhibits.

 

Exhibit Number   Description
Exhibit 10.1   Commercial Agreement by and between the Company and the Lieber Institute for Brain Development dated October 13, 2023 *
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

  * Certain portions of Exhibit 10.1 have been omitted in accordance with Regulation S-K Item 601 (b)(10). The Registrant agrees to furnish supplementally an unredacted copy of this Exhibit to the SEC upon its request.

 

 

 

 

SIGNATURE

 

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 hereunto duly authorized.

 

Date: October 20, 2023

 

BULLFROG AI HOLDINGS, INC.  
   
By: /s/ Vininder Singh  
  Vininder Singh  
  Chief Executive Officer