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 May 23, 2024, BranchOut Food Inc. (the “Company”) entered into a Third Amendment to License Agreement (the “Amendment”) with EnWave Corporation (“EnWave”), which amended certain terms of the License Agreement between the Company and EnWave originally dated May 7, 2021 (as amended, the “License Agreement”).
Among other things, the Amendment (i) adds additional products for which the Company is provided with both exclusive and non-exclusive licenses to manufacture products using EnWave’s technology under the License Agreement, and (ii) eliminates the minimum annual royalty payment required to be paid by the Company in 2024 to maintain the exclusive rights granted under the License Agreement; in each case, subject to the terms and conditions set forth in the Amendment.
The information set forth above is qualified in its entirety by reference to the actual terms of the License Agreement and Amendment, which have been filed as Exhibits 10.1 and 10.2 hereto, respectively, and which are incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit 10.1 | License Agreement between BranchOut Food, Inc. and EnWave Corporation dated May 7, 2021, together with amendments thereto dated October 26, 2022 and February 21, 2023. (incorporated by reference to Exhibit 10.13 of the Form S-1 filed with the Securities and Exchange Commission by BranchOut Food Inc. on April 24, 2023).† | |
| Exhibit 10.2 | Third Amendment to License Agreement, dated as of May 23, 2024, between BranchOut Food Inc. and EnWave Corporation † | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
† Portions of this exhibit have been redacted.
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SIGNATURES
Pursuant to the requirements of the Securities and 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: May 28, 2024 | By: | /s/ Eric Healy |
| Eric Healy, Chief Executive Officer | ||
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