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BranchOut Food Inc. (BOF) Form 424B5 — Aug 27, 2026

$BOFForm 424B5Filed Aug 27, 2026, 9:12 AM ET0001493152-26-040337Original filing

BranchOut Food Inc. priced a follow-on offering of 820,588 common shares at $3.40 per share on August 27, 2026, with Lake Street Capital Markets as sole underwriter on a firm commitment basis. The company expects approximately $2.79 million gross and $2.5 million in net proceeds, with share delivery on or about August 28, 2026. The $3.40 price is roughly 12% below the prior close of $3.85, and new investors face $3.05 per share of immediate dilution against pro forma net tangible book value of just $0.35 per share.

Key figures

Gross Proceeds
2790000
Offering Price
3.4
Shares Offered
820588
Shares Outstanding
15316030
Lock Up Days
90
Net Proceeds
2500000
Outstanding Options
2,773,470 shares at $2.62 weighted average exercise price
Shelf Total Capacity
10000000
Outstanding Warrants
1,228,090 shares at $3.33 weighted average exercise price
Over Allotment Shares
123088
Ib6 Sales Prior12 Months
4210000
Public Float Aug13 2026
60456800
Shelf Amount Sold To Date
7210000
Expected Settlement Date
on or about August 28, 2026
Last Sale Price Aug26 2026
3.85
Convertible Note Principal
2900000
Offering Expenses Estimate
approximately $50,000 per cover page; approximately $250,000 per underwriting section
Discount To Prior Close Percent
approximately 11.7%
Underwriting Discount Percent
7% ($0.238/share, $195,299.94 total)
Net Proceeds With Overallotment
2930000
Convertible Note Shares Issuable
3824848
Post Offering Shares Outstanding
16136618
Convertible Note Conversion Price
0.7582
Dilution Per Share To New Investors
3.05
Net Tangible Book Value Jun30 2026
4500000
Pro Forma Net Tangible Book Value Per Share
0.35

Price after filing

1 day: -4.3%7 days: -5.6%30 days: -10.4%

Close on the filing date to close N calendar days later (from $4.14). Historical, not a forecast.

AI analysis

Red flags6 · Pro

The rest of the AI analysis, red flags and sentiment are part of Signal8 Pro.

AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.