Bluejay Diagnostics, Inc.

Pursuant to our evaluation of disclosure controls and procedures for the quarter ended December 31, 2024, the President and Chief Executive Officer (who serves as our principal executive officer and principal financial and accounting officer), concluded that our disclosure controls and procedures were not effective as of December 31, 2024. This determination was due to a material weakness in our internal control over financial reporting arising from a lack of sufficient internal accounting expertise at the Company, our President and Chief Executive Officer also concluded that our internal control over financial reporting was not effective as of December 31, 2024.

During the preparation of our Annual Report on Form 10-K for the fiscal year ended December 31. 2024 (the “2024 Form 10-K”) in March 2025, our independent registered public accounting firm identified an issue with respect to our accounting and valuation of certain warrants. In particular, in June 2024, we issued Class C and Class D warrants that contained “reset” features that caused the exercise prices and number of shares of Company common stock issuable upon exercise of such warrants to increase following stockholder approval of such warrants in August 2024. Under applicable accounting guidance, upon reset, the Company should have recorded in its consolidated statement of operations a “deemed dividend on warrant modification” and “net loss applicable to common stockholders”. In addition, these entries were not included in the Company’s consolidated statement of operations for the three and nine months ended September 30, 2024 in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024.

Plan to Remediate Material Weakness

As a result of the material weakness determination that occurred in connection with the preparation of our 2024 Form 10-K, we plan to enhance our processes by designing and implementing controls to review and evaluate the complex financial instruments, including derivative securities such as warrants, that may be issued in subsequent financings, by engaging outside accounting experts to evaluate the terms and document the appropriate accounting for these complex instruments. When fully implemented and operational, we believe the measures described above will remediate the underlying causes of the control deficiencies that gave rise to the material weakness and will strengthen our internal control over financial reporting. However, remediation efforts are expected to continue into future fiscal quarters. Further, we will not be able to fully remediate this material weakness until these steps have been completed and have been operating effectively for a sufficient period of time. We may also identify additional measures that may be required to remediate the material weakness in our internal control over financial reporting, necessitating further action.

(a) Evaluation of Disclosure Controls and Procedures

We conducted an evaluation under the supervision and with the participation of our management, including our President and Chief Executive Officer, regarding the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. As described above, during the preparation of 2024 Form 10-K in March 2025, our independent registered public accounting firm identified an issue that caused our management to conclude that a material weakness existed in our internal control over financial reporting, which is an integral component of our disclosure controls and procedures. Our remediation efforts with respect to this material weakness are continuing, and we have determined that this material weakness was continuing as of March 31, 2025. As a result, our President and Chief Executive Officer concluded that our other disclosure controls and procedures were not effective as of March 31, 2025.

(b) Changes in Internal Control Over Financial Reporting

Other than the material weakness determination described above and the commencement of the Company’s remediation activities in connection therewith, there was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended March 31, 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.