false 0001829247 0001829247 2024-09-20 2024-09-20 0001829247 BFRG:CommonStockParValue0.00001PerShareMember 2024-09-20 2024-09-20 0001829247 BFRG:TradeableWarrantsMember 2024-09-20 2024-09-20 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): September 20, 2024

 

BULLFROG AI HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

  

001-41600

  

84-4786155

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

325 Ellington Blvd, Unit 317

Gaithersburg, MD 20878

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (240) 658-6710

 

Not Applicable

(Former name or former address, if changed since 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))

 

Title of each class   Trading Symbol   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 company ☒

 

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 5.07 Submission of Matters to a Vote of Security Holders.

 

On September 20, 2024, Bullfrog AI Holdings, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). As of the record date of July 29, 2024, there were 7,850,550 shares of Common Stock issued and outstanding and entitled to vote.

 

At the Annual Meeting, 4,947,894 shares of Common Stock, representing approximately 63.02% of the total number of shares of Common Stock entitled to vote, were represented in person or by proxy, constituting a quorum. Set forth below are the voting results from the proposals presented for stockholder vote at the Annual Meeting, each of which received sufficient votes to pass.

 

1. Election of Directors. The stockholders voted to elect the following individuals to serve as directors of the Company until the next annual meeting of stockholders or until their successors are duly elected and qualified. The final results of the vote for the election of each director nominee are set forth below:

 

Director Nominee   FOR   AGAINST   ABSTAIN   BROKER NON-VOTE  
William Enright   2,919,589   -   21,620   2,006,685  
Jason D. Hanson   2,910,395   -   30,814   2,006,685  
R. Donald Elsey   2,924,620   -   16,589   2,006,685  
Vininder Singh   2,924,381   -   16,828   2,006,685  

 

The four nominees were elected to the Board of Directors and will serve as directors until the Company’s next annual meeting or until their respective successors have been duly elected and qualified.

 

2. Ratification of the appointment of our Independent Registered Public Accounting Firm. The stockholders ratified the appointment of M&K CPAs, PLLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, based on the voting results set forth below:

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTE  
4,784,257   103,756   59,881   -  

 

2

 

 

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.

 

  Bullfrog AI Holdings, Inc.
   
Dated: September 25, 2024    
  By: /s/ Vininder Singh
  Name: Vininder Singh
  Title: Chief Executive Officer

 

3

 

 

v3.24.3
Cover
Sep. 20, 2024
Document Type 8-K
Amendment Flag false
Document Period End Date Sep. 20, 2024
Entity File Number 001-41600
Entity Registrant Name BULLFROG AI HOLDINGS, INC.
Entity Central Index Key 0001829247
Entity Tax Identification Number 84-4786155
Entity Incorporation, State or Country Code NV
Entity Address, Address Line One 325 Ellington Blvd
Entity Address, Address Line Two Unit 317
Entity Address, City or Town Gaithersburg
Entity Address, State or Province MD
Entity Address, Postal Zip Code 20878
City Area Code (240)
Local Phone Number 658-6710
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Common Stock, par value $0.00001 per share  
Title of 12(b) Security Common Stock, par value $0.00001 per share
Trading Symbol BFRG
Security Exchange Name NASDAQ
Tradeable Warrants  
Title of 12(b) Security Tradeable Warrants
Trading Symbol BFRGW
Security Exchange Name NASDAQ
Bullfrog AI (NASDAQ:BFRGW)
Gráfico Histórico do Ativo
De Jan 2025 até Fev 2025 Click aqui para mais gráficos Bullfrog AI.
Bullfrog AI (NASDAQ:BFRGW)
Gráfico Histórico do Ativo
De Fev 2024 até Fev 2025 Click aqui para mais gráficos Bullfrog AI.