UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On June 1, 2025, BranchOut Food Inc. (the “Company”) and Kaufman Kapital LLC (“Kaufman”) entered into a Warrant Exercise and Amendment to Notes and Warrant Agreement (the “Agreement”), pursuant to which Kaufman agreed to exercise in full, for a cash payment to the Company of $1,000,000, a Warrant to purchase 1,000,000 shares of the Company’s common stock with an exercise price of $1.00 per share issued to Kaufman on July 15, 2024 (the “Warrant”), no later than June 16, 2025. In addition, pursuant to the Agreement, Kaufman and the Company agreed (i) to extend the expiration date of the warrant to purchase 500,000 shares of the Company’s common stock at an exercise price of $1.50 per share issued to Kaufman on July 15, 2024, to December 31, 2026, (ii) to extend the maturity date of the 12% Senior Secured Convertible Promissory Note of the Company in the original principal amount of up to $3,400,000, issued to Kaufman on July 15, 2024 (the “Convertible Note”) from December 31, 2025 to December 31, 2026, (iii) to extend the maturity date of the Senior Secured Promissory Note of the Company in the original principal amount of $1,200,000, issued to Kaufman on August 29, 2024 (the “Secured Note”), to December 31, 2025, (iv) that the Company will not make any prepayment under the Convertible Note at any time amounts are outstanding under the Secured Note or any other non-convertible notes of the Company (excluding notes issued pursuant to equipment financing), and (v) that the Company will not prepay more than $2,400,000 of principal outstanding under the Convertible Note prior to September 30, 2026.
The information set forth above is qualified in its entirety by reference to the actual terms of the Agreement, which has as Exhibits 10.1 to this Current Report on Form 8-K, and which is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit 10.1 | Warrant Exercise and Amendment to Notes And Warrant Agreement, dated as of May 30, 2025, between BranchOut Food Inc. and Kaufman Kapital LLC. | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
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.
| BranchOut Food Inc. | ||
| Date: June 2, 2025 | By: | /s/ Eric Healy |
| Eric Healy, Chief Executive Officer | ||
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