BARFRESH FOOD GROUP INC
For the period ended Dec 31, 2023. Filed Mar 22, 2024.
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FY2023 · Filed Mar 22, 2024
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Item 16. Form 10-K Summary
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BARFRESH FOOD GROUP INC. | ||
| Date: March 22, 2024 | By: | /s/ Riccardo Delle Coste |
|---|---|---|
| Riccardo Delle Coste | ||
| Chief Executive Officer | ||
| (Principal Executive Officer) | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Capacity | Date |
|---|---|---|
| /s/ Riccardo Delle Coste | Chief Executive Officer and Director | March 22, 2024 |
| Riccardo Delle Coste | (Principal Executive Officer | |
| /s/ Lisa Roger | Chief Financial Officer | March 22, 2024 |
| Lisa Roger | (Principal Financial Officer) | |
| /s/ Steven Lang | Director | March 22, 2024 |
| Steven Lang | ||
| /s/ Arnold Tinter | Director | March 22, 2024 |
| Arnold Tinter | ||
| /s/ Joseph M. Cugine | Director | March 22, 2024 |
| Joseph M. Cugine | ||
| /s/ Isabelle Ortiz-Cochet | Director | March 22, 2024 |
| Isabelle Ortiz-Cochet | ||
| /s/ Alexander Ware | Director | March 22, 2024 |
| Alexander Ware | ||
| /s/ Justin Borus | Director | March 22, 2024 |
| Justin Borus | ||
Exhibit Index
| Exhibit Number | Description |
| 3.1 | Certificate of Incorporation of Moving Box Inc. dated February 25, 2010 (incorporated by reference to Exhibit 3.1 to Form S-1 (Registration No. 333-168738) as filed August 11, 2010) |
| 3.2 | Amended and Restated Bylaws of Barfresh Food Group Inc. (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K as filed August 4, 2014) |
| 3.3 | Certificate of Amendment of Certificate of Incorporation of Moving Box Inc. dated February 13, 2012 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K as filed February 17, 2012) |
| 3.4 | Certificate of Amendment of Certificate of Incorporation of Smoothie Holdings Inc. dated February 16, 2012 (incorporated by reference to Exhibit 3.2 to Current Report on Form 8-K as filed February 17, 2012) |
| 3.5 | Certificate of Amendment of Certificate of Incorporation of Barfresh Food Group Inc. dated December 17, 2021 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K as filed December 29, 2021) |
| 3.6 | Certificate of Amendment of Certificate of Incorporation of Barfresh Food Group Inc. dated August 1, 2022 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K as filed August 2, 2022) |
| 4.1 | Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 4.20 to Annual Report on Form 10-K for the year ended December 31, 2019, as filed April 13, 2020) |
| 10.1 | Barfresh Food Group, Inc. 2015 Equity Incentive Plan (incorporated by reference to Exhibit 10.10 to Annual Report Form 10-K filed July 7, 2015)+ |
| 10.2 | Barfresh Food Group, Inc. 2023 Equity Incentive Plan (incorporated by reference to Exhibit 4.5 to Registration Statement on Form S-8 filed August 14, 2023)+ |
| 10.3 | Executive Employment Agreement by and between Smoothie, Inc. and Riccardo Delle Coste dated April 27, 2015 (incorporated by reference to Exhibit 10.11 to Annual Report Form 10-K filed July 7, 2015)+ |
| 10.4 | Form of Securities Purchase Agreement together with form of Convertible Promissory Note (incorporated by reference to Exhibit 10.1 from the Quarterly Report on Form 10-Q filed October 26, 2023) |
| 21.1 | Subsidiaries (incorporated by reference to Exhibit 21.1 to Annual Report on Form 10-K for the year ended December 31, 2019, filed April 13 2020) |
| 23.2 | Consent of Independent Registered Public Accounting Firm* |
| 31.1 | Rule 13a-14(a) Certification of Principal Executive Officer* |
| 31.2 | Rule 13a-14(a) Certification of Principal Financial Officer* |
| 32.1 | Certification Pursuant to 18 U.S.C. Section 1350* |
| 32.2 | Certification Pursuant to 18 U.S.C. Section 1350* |
| 97.1 | Compensation Recovery Policy* |
| 101.INS | Inline XBRL Instance. |
| 101.XSD | Inline XBRL Schema. |
| 101.PRE | Inline XBRL Presentation. |
| 101.CAL | Inline XBRL Calculation. |
| 101.DEF | Inline XBRL Definition. |
| 101.LAB | Inline XBRL Label. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Filed herewith |
|---|---|
| + | Compensatory plan |
In accordance with SEC Release 33-8238, Exhibit 32.1 is being furnished and not filed.
Furnished herewith. XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
Barfresh Food Group Inc.
Index to Consolidated Financial Statements
| Page | |
| Report of Independent Registered Public Accounting Firm (Eide Bailly LLP, Denver, Colorado, PCAOB ID 286) | F-2 |
|---|---|
| Consolidated Balance Sheets as of December 31, 2023 and 2022 | F-3 |
| Consolidated Statements of Operations for the Years Ended December 31, 2023 and 2022 | F-4 |
| Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2023 and 2022 | F-5 |
| Consolidated Statements of Cash Flows for the Years Ended December 31, 2023 and 2022 | F-6 |
| Notes to Consolidated Financial Statements | F-7 |
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