Form 8-K BranchOut Food Inc. For: Jul 31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 1.01. Entry into a Material Definitive Agreement.
On July 31, 2026, BranchOut Food Inc. (the “Company”), together with its Chief Executive Officer and Chief Financial Officer, on the one-hand, entered into a Settlement Agreement and General Release (the “Settlement Agreement”) with Doug Durst, the Company’s former Chief Financial Officer (“Durst”), and his affiliate, Chase Innovations, Inc. (“Chase” and, together with Durst, the “Plaintiffs”), on the other hand.
The Settlement Agreement was entered into to settle all outstanding claims of the Plaintiffs against the Company and its executive officers pursuant to the litigation that Durst had commenced in connection with the termination of his employment by the Company as its Chief Financial Officer. Pursuant to the Settlement Agreement, the Plaintiffs agreed to the settlement of such claims, and provided the Company and the other defendants in the action with a general release, in consideration of the Company’s cash payment to (i) Durst, in the amount of $247,500, and (ii) Chase, in the amount of $55,890. The payment to Durst will be paid as follows: $147,500 within 30 days of the execution of the Settlement Agreement, with the remaining $100,000 to be paid in five consecutive monthly installments of $20,000 each beginning August 15, 2026.
In addition, pursuant to the Settlement Agreement, the Company issued Durst a Warrant to purchase 57,600 shares of the Company’s common stock (the “Warrant”) at an exercise price of $4.11, during the two-year term following the issuance of the Warrant.
The information set forth above is qualified in its entirety by reference to the actual terms of the Settlement Agreement and Warrant, which have been filed as Exhibits 10.1 and 4.1, respectively, to this Current Report on Form 8-K, and which are incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit 4.1 | Warrant to purchase 57,600 shares of common stock of the Company, issued to Doug Durst, dated August 3, 2026 | |
| Exhibit 10.1 | Settlement Agreement and General Release (the “Settlement Agreement”), by and among the Company, Eric Healy, John Dalfonsi, Doug Durst and Chase Innovations, Inc. | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| 1 |
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 4, 2026 | By: | /s/ Eric Healy |
| Eric Healy, Chief Executive Officer | ||
| 2 |
ATTACHMENTS / EXHIBITS
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