UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. Other Events
As previously reported, on August 28, 2026, BranchOut Food Inc., a Nevada corporation, (the “Company”) closed a public offering of 820,588 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a price to the public of $3.40 per share, less underwriting discounts and commissions, pursuant an underwriting agreement (the “Underwriting Agreement”) between the Company and Lake Street Capital Markets LLC as the representative of the underwriters named therein (the “Representative”). Pursuant to the Underwriting Agreement, the Representative was granted an option (the “Over-Allotment Option”), for a period of 30 days, to purchase from the Company up to 123,088 additional shares of Common Stock (the “Option Shares”), at the same price per share, to cover over-allotments, if any.
On August 31, 2028 the Company completed the sale of the Option Shares upon exercise by the Representative of the Over-Allotment Option, resulting in additional gross proceeds to the Company in the amount of approximately $418,500, before deducting underwriting discounts and commissions and offering expenses.
On August 31, 2026, the Company issued a press release announcing the exercise of the Over-Allotment Option, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibits 99.1 | Press Release dated August 31, 2026 | |
| 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 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: August 31, 2026 | By: | /s/ Eric Healy |
| Eric Healy, Chief Executive Officer | ||
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