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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cadrenal Therapeutics, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 11, 2025 |
Exhibit 99.1 Cadrenal Therapeutics Reports Second Quarter 2025 Financial Results and Provides Corporate Update Announces strategic clinical trial plans for tecarfarin in patients with End-Stage Kidney Disease (ESKD) transitioning to dialysis Tecarfarin can potentially address critical treatment gaps in patients with ESKD Pivotal step forward in pursuit of ESKD + Atrial Fibrillation (AFib) registra |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTICS |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 11, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 5, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 5, 2025 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Cadrenal Therapeutics Announces Clinical Trial Initiation Plans for Tecarfarin in Patients with End-Stage Kidney Disease (ESKD) Transitioning to Dialysis Advances knowledge about the use of tecarfarin in patients with severe kidney impairment, including dialysis Pivotal step forward in pursuit of ESKD + Atrial Fibrillation (AFib) registration trial Addresses a cr |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| July 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 15, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission F |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 8, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTIC |
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| May 8, 2025 |
Exhibit 99.1 Cadrenal Therapeutics Reports First-Quarter 2025 Financial Results and Provides Corporate Update Leadership appointment strengthens strategic and development capabilities. FDA Type D Meeting provides additional guidance for advancing the clinical development of tecarfarin Collaboration Agreement with Abbott (NYSE: ABT) validates the need for new anticoagulation options PONTE VEDRA, Fl |
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| April 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 17, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| April 17, 2025 |
Up to $2,169,272 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-277835 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus dated March 20, 2024) Up to $2,169,272 Shares of Common Stock We have entered into an At the Market Offering Agreement, dated March 11, 2024 (the “sales agreement”), with H.C. Wainwright & Co., LLC (“Wainwright” or the “sales agent”) relating to the sale of shares of our common stock, par value |
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| March 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTICS, INC |
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| March 13, 2025 |
Amended and Restated Insider Trading Policy Exhibit 19.1 CADRENAL THERAPEUTICS, INC. AMENDED AND RESTATED INSIDER TRADING POLICY Effective as of March 13, 2025 This Amended and Restated Insider Trading Policy (the “Policy”) provides the standards of Cadrenal Therapeutics, Inc. (the “Company”) on trading and causing the trading of the Company’s securities or securities of other publicly traded companies while in possession of confidential in |
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| March 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 13, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| March 13, 2025 |
Exhibit 99.1 Cadrenal Therapeutics Reports Full Year 2024 Results, Business Highlights, and Path Forward for Clinical Advancement of Tecarfarin Recent Collaboration Agreement with Abbott Global Enterprises Limited (“Abbott”) in support of Phase 3 randomized, multicenter study, entitled TECH-LVAD Recent FDA Type D Meeting provides additional guidance for advancing clinical development of tecarfarin |
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| March 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 3, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission F |
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| March 4, 2025 |
Collaboration Agreement between Abbott Global Enterprises Limited and Cadrenal Therapeutics, Inc. Exhibit 10.1 COLLABORATION AGREEMENT This Collaboration Agreement (“Agreement”) is effective as of February 27, 2025 (“Effective Date”), by and between Abbott Global Enterprises Limited (“Abbott”) and Cadrenal Therapeutics, Inc. (“Cadrenal”). WHEREAS, Cadrenal is sponsoring a Phase 3 randomized, warfarin-controlled, multicenter study named TECarfarin Anticoagulation and Hemocompatibility with Left |
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| March 4, 2025 |
Exhibit 99.1 Cadrenal Therapeutics Announces Collaboration Agreement with Abbott in Support of Pivotal Study of Tecarfarin in Patients with HeartMate 3™ LVAD ● Strengthens the Potential for Improved Patient Outcomes through Improvements in the Quality of Anticoagulation, Enhancing Hemocompatibility in HeartMate 3™ LVAD patients PONTE VEDRA, Fla., March 4, 2025 - Cadrenal Therapeutics, Inc. (Nasdaq |
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| February 12, 2025 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Exhibit 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. |
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| February 7, 2025 |
Exhibit 10.2 PRIVATE AND CONFIDENTIAL BY Email [email protected] Douglas Losordo 99 Catherine Road Scarsdale, NY 10583 February 4, 2025 Re: Confidential Severance and Release Letter Agreement Dear Douglas, This letter outlines the terms related to your separation from employment with Cadrenal Therapeutics, Inc. (the “Company”), which includes its affiliates and related companies or entities, dire |
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| February 7, 2025 |
Exhibit 99.1 Cadrenal Therapeutics Announces Chief Medical Officer Transition to Advance Clinical Development of Tecarfarin ● James J. Ferguson, MD, FACC, FAHA, joins as Chief Medical Officer ● Extensive experience provides strong support for advancing specialized cardiovascular assets, including leading the late-stage clinical development of tecarfarin and other business development opportunities |
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| February 7, 2025 |
Exhibit 10.1 Execution Copy EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into effective as of February 5, 2025 (the “Effective Date”) by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and James J. Ferguson III (“Executive”). Together, Executive and the Company are sometimes referred to as the “Parties.” Capitalized terms not otherwis |
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| February 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 4, 2025 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissio |
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| February 3, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) CADRENAL THERAPEUTICS, INC. |
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| February 3, 2025 |
As filed with the Securities and Exchange Commission on February 3, 2025 As filed with the Securities and Exchange Commission on February 3, 2025 Registration No. |
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| January 29, 2025 |
EX-99.1 2 ea022913001ex99-1cardenal.htm ANNEX A Exhibit 99.1 Annex A Transactions in the Shares of Common Stock by the Reporting Person Within the Last Sixty Days Vesting of Stock Options During the last 60 days, a stock option to purchase 2,500 shares of the Issuer’s Common Stock previously granted under the Issuer’s equity plans vested. The Reporting Person currently has the following outstandin |
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| January 29, 2025 |
EX-2 3 ea022913001ex-2cardenal.htm JOINT FILING AGREEMENT Exhibit 99.2 JOINT FILING AGREEMENT JOINT FILING AGREEMENT, dated as of January 29, 2025, among Quang Pham and The PVBQ Living Trust (collectively, the “Reporting Persons”). WHEREAS, pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the parties hereto desire to satisfy any filing obligatio |
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| December 23, 2024 |
As filed with the Securities and Exchange Commission on December 23, 2024 As filed with the Securities and Exchange Commission on December 23, 2024 Registration No. |
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| December 23, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) CADRENAL THERAPEUTICS, INC. |
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| December 20, 2024 |
Up to $2,512,330 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-277835 PROSPECTUS SUPPLEMENT (To Prospectus dated March 20, 2024) Up to $2,512,330 Shares of Common Stock We have entered into an At the Market Offering Agreement, dated March 11, 2024 (the “sales agreement”), with H.C. Wainwright & Co., LLC (“Wainwright” or the “sales agent”) relating to the sale of shares of our common stock, par value $0.001 |
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| November 25, 2024 |
590,001 Shares Of Common Stock Filed pursuant to Rule 424(b)(3) PROSPECTUS Registration No. 333-283226 590,001 Shares Of Common Stock This prospectus relates to the resale from time to time of up to an aggregate of 590,001 shares of common stock, par value $0.001 per share (the “common stock”), of Cadrenal Therapeutics, Inc. by the Selling Stockholders identified in this prospectus (the “Selling Stockholders”), including their |
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| November 21, 2024 |
November 21, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| November 14, 2024 |
CVKD / Cadrenal Therapeutics, Inc. / ARMISTICE CAPITAL, LLC Passive Investment SC 13G/A 1 armistice-cvkd093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cadrenal Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 127636207 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) |
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| November 14, 2024 |
As filed with the Securities and Exchange Commission on November 14, 2024. As filed with the Securities and Exchange Commission on November 14, 2024. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CADRENAL THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 2834 88-0860746 (State or other jurisdiction of incorporation or |
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| November 14, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Cadrenal Therapeutics, Inc. |
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| November 7, 2024 |
CADRENAL THERAPEUTICS PROVIDES THIRD-QUARTER CORPORATE UPDATE Exhibit 99.1 CADRENAL THERAPEUTICS PROVIDES THIRD-QUARTER CORPORATE UPDATE PONTE VEDRA, Fla., Nov. 7, 2024 — Cadrenal Therapeutics, Inc., (Nasdaq: CVKD) (the “Company” or “Cadrenal”), a late-stage biopharmaceutical company developing tecarfarin, a new vitamin K antagonist (VKA) designed to provide safer and superior anticoagulation for patients with implanted cardiac devices or rare cardiovascular |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPE |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 7, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissio |
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| November 4, 2024 |
Cadrenal Therapeutics Announces Exercise of Warrants for $4.7 Million Gross Proceeds Exhibit 99.1 Cadrenal Therapeutics Announces Exercise of Warrants for $4.7 Million Gross Proceeds PONTE VEDRA, Fla., November 1, 2024 /PRNewswire/ - Cadrenal Therapeutics, Inc., (“Cadrenal” or the “Company”) (Nasdaq: CVKD), a biopharmaceutical company developing tecarfarin, a late-stage novel oral and reversible anticoagulant (blood thinner) for certain rare medical conditions, today announced the |
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| November 4, 2024 |
Form of Placement Agent Warrant Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| November 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 1, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissio |
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| November 4, 2024 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| November 4, 2024 |
Form of Warrant Inducement Agreement Exhibit 10.1 Cadrenal Therapeutics, Inc. November 1, 2024 Holder of Common Stock Purchase Warrants Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Cadrenal Therapeutics, Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.001 p |
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| November 4, 2024 |
Cadrenal Therapeutics, Inc. 395,167 Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-273384 PROSPECTUS SUPPLEMENT NO. 1 (to the prospectus dated April 2, 2024) Cadrenal Therapeutics, Inc. 395,167 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus contained in our Post Effective Amendment No. 1 to the Registration Statement on Form S-1 on Form S-3, declared effective as of April 2, 2 |
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| October 24, 2024 |
Cadrenal Therapeutics Raises $5.1 Million via At-The-Market Facility Exhibit 99.1 Cadrenal Therapeutics Raises $5.1 Million via At-The-Market Facility PONTE VEDRA, Fla., October 24, 2024 - Cadrenal Therapeutics, Inc., (Nasdaq: CVKD) (the “Company” or “Cadrenal”), a late-stage biopharmaceutical company developing tecarfarin, a new vitamin K antagonist (VKA) designed to offer safer, superior chronic anticoagulation for patients with implanted cardiac devices or rare |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 24, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissio |
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| October 4, 2024 |
CVKD / Cadrenal Therapeutics, Inc. / Havlickova 648 a.s. - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| September 25, 2024 |
Exhibit 99.1 Cadrenal Therapeutics, Inc. NASDAQ: CVKD September 2024 2 Caution Concerning Forward - looking Statements This document contains forward - looking statements . In addition, from time to time, we or our representatives may make forward - looking statements orally or in writing . We base these forward - looking statements on our expectations and projections about future events, which we |
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| September 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 25, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commiss |
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| September 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 5, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissi |
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| August 20, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CADRENAL THERAPEUTICS, INC. Cadrenal Therapeutics, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify that: 1. The name of the Corporation is Cadrenal Therapeutics, Inc. 2. The Board of Directors of |
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| August 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 19, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 16, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CADRENAL THERAPEUTICS, INC. Cadrenal Therapeutics, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify that: 1. The name of the Corporation is Cadrenal Therapeutics, Inc. 2. The Board of Directors of |
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| August 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 16, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 7, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 8, 2024 |
Cadrenal Therapeutics Provides Second Quarter 2024 Corporate Update Exhibit 99.1 Cadrenal Therapeutics Provides Second Quarter 2024 Corporate Update PONTE VEDRA, Fla., Aug. 7, 2024 /PRNewswire/ - Cadrenal Therapeutics, Inc., (Nasdaq: CVKD), a biopharmaceutical company developing tecarfarin, a late-stage, next-generation Vitamin K Antagonist (VKA) oral and reversible anticoagulant (blood thinner) designed to prevent heart attacks, strokes, and deaths due to blood c |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTICS |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 6, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 6, 2024 |
Exhibit 99.1 Cadrenal Therapeutics and Abbott Initiate Collaborative Effort to Advance Novel Anticoagulant Tecarfarin for Patients with LVADs PONTE VEDRA, Fla., Aug. 6, 2024 /PRNewswire/ - Cadrenal Therapeutics, Inc., (Nasdaq: CVKD), a biopharmaceutical company developing tecarfarin, a late-stage, new-generation Vitamin K Antagonist (VKA) oral and reversible anticoagulant (blood thinner) designed |
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| July 31, 2024 |
EXHIBIT 10.1 AMENDMENT TO THE CADRENAL THERAPEUTICS, INC. 2022 SUCCESSOR EQUITY INCENTIVE PLAN Dated: July 29, 2024 WHEREAS, the Board of Directors (the “Board”) of Cadrenal Therapeutics, Inc. (the “Company”) heretofore established the Cadrenal Therapeutics, Inc. 2022 Successor Equity Incentive Plan (the “Plan”); and WHEREAS, the Board desires to amend the Plan to increase the maximum number of sh |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 29, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission F |
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| June 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| June 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 8, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTI |
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| April 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 9, 2023 Cadrenal Therapeutics, Inc. (Exact name of Registrant as specified in its charter) (Former name or former address, if changed since last report) Delaware 001-41596 88-08 |
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| April 9, 2024 |
Exhibit 99.1 Cadrenal Therapeutics Receives FDA Orphan Drug Designation for Tecarfarin for Prevention of Thromboembolism and Thrombosis in Patients with LVADs, RVADs, Biventricular Assist Devices, and Total Artificial Hearts FDA designation provides potentially seven years of market exclusivity after approval and expanded partnering opportunities for tecarfarin PONTE VEDRA, Fla., April 9, 2024 /PR |
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| April 2, 2024 |
As filed with the Securities and Exchange Commission on April 1, 2024 As filed with the Securities and Exchange Commission on April 1, 2024 Registration Statement No 333-273384 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 18, 2024 |
March 18, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| March 12, 2024 |
As filed with the Securities and Exchange Commission on March 12, 2024 As filed with the Securities and Exchange Commission on March 12, 2024 Registration No. |
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| March 12, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 11, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| March 12, 2024 |
Calculation of Filing Fees Table Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) CADRENAL THERAPEUTICS, INC. |
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| March 12, 2024 |
As filed with the Securities and Exchange Commission on March 12, 2024 As filed with the Securities and Exchange Commission on March 12, 2024 Registration No. |
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| March 12, 2024 |
Exhibit 4.3 CADRENAL THERAPEUTICS, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of , 20 Debt Securities TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities 4 Section 2.02 Form of Securities and Trustee’s Certificate 6 Sec |
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| March 12, 2024 |
Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT March 11, 2024 H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: Cadrenal Therapeutics, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used in |
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| March 12, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) CADRENAL THERAPEUTICS, INC. |
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| March 11, 2024 |
Cadrenal Therapeutics Provides Fourth Quarter 2023 Corporate Update Exhibit 99.1 Cadrenal Therapeutics Provides Fourth Quarter 2023 Corporate Update PONTE VEDRA, Fla., March 11, 2024 — Cadrenal Therapeutics, Inc., (Nasdaq: CVKD), a biopharmaceutical company developing tecarfarin, a late-stage novel oral and reversible anticoagulant (blood thinner) designed to prevent heart attacks, strokes and deaths due to blood clots in patients with rare cardiovascular conditio |
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| March 11, 2024 |
Exhibit 19.1 CADRENAL THERAPEUTICS, INC. INSIDER TRADING POLICY Effective as of January 19, 2023 This Insider Trading Policy provides the standards of Cadrenal Therapeutics, Inc. (the “Company”) on trading and causing the trading of the Company’s securities or securities of other publicly traded companies while in possession of confidential information. This policy is divided into two parts: the f |
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| March 11, 2024 |
Exhibit 97.1 CADRENAL THERAPEUTICS, INC. Clawback Policy The Board of Directors (the “Board”) of Cadrenal Therapeutics, Inc.(the “Company”) has determined that it is in the best interests of the Company to adopt this Clawback Policy (this “Policy”), which provides for the recovery of certain incentive compensation in the event of an Accounting Restatement (as defined below). This Policy is designe |
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| March 11, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 11, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| March 11, 2024 |
Exhibit 21.1 List of Subsidiaries None |
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| March 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTICS, INC |
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| March 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 5, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission F |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 6, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of inco |
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| February 14, 2024 |
CVKD / Cadrenal Therapeutics, Inc. / ARMISTICE CAPITAL, LLC Passive Investment SC 13G 1 armistice-cvkd123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cadrenal Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 127636108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check t |
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| February 13, 2024 |
SC 13G/A 1 ea193651-13ga1murphycadren.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Cadrenal Therapeutics, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 127636 108 (CUSIP Number) John Raymond Murphy c/o Cadrenal The |
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| February 12, 2024 |
CVKD / Cadrenal Therapeutics, Inc. / Pham Quang X - SCHEDULE 13G Passive Investment SC 13G 1 ea193366-13gphamcadrenal.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cadrenal Therapeutics, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 127636 108 (CUSIP Number) Quang Pham c/o Cadrenal Therapeutics, Inc. 822 A1A North, Sui |
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| February 12, 2024 |
Exhibit 99.1 Cadrenal Therapeutics Appoints Jeff Cole as Chief Operating Officer in Advance of Tecarfarin Phase 3 Pivotal Trial PONTE VEDRA, Fla., Feb. 8, 2024 /PRNewswire/ - Cadrenal Therapeutics, Inc. (Nasdaq: CVKD), a biopharmaceutical company developing tecarfarin, a novel Vitamin K Antagonist (VKA) for unmet needs in anticoagulation (blood thinning) therapy, today announced the appointment of |
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| February 12, 2024 |
EX-99.1 2 ea193366ex99-1cadrenal.htm JOINT FILING AGREEMENT Exhibit 1 JOINT FILING AGREEMENT JOINT FILING AGREEMENT, dated as of February 12, 2024, among Quang Pham and The PVBQ Living Trust (collectively, the “Reporting Persons”). WHEREAS, pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the parties hereto desire to satisfy any filing obligatio |
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| February 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 6, 2024 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissio |
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| February 12, 2024 |
Exhibit 10.1 February 6, 2024 Jeffrey S. Cole Via email: [email protected] Dear Jeff, We are pleased to offer you the position of Chief Operating Officer (“COO”) (“Executive”) of Cadrenal Therapeutics, Inc. In the capacity of COO, the Executive will render such business and professional services in the performance of his duties, consistent with the Executive’s position within the Company. Sp |
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| February 12, 2024 |
Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”), effective as of February 8, 2024 by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Jeffrey S. Cole (“Executive”). Together, Executive and the Company are sometimes referred to as the “Parties.” Capitalized terms not otherwise defined herein shall have the meanings set forth in Secti |
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| November 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 9, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissio |
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| November 9, 2023 |
Cadrenal Therapeutics Provides Third Quarter 2023 Corporate Update Exhibit 99.1 Cadrenal Therapeutics Provides Third Quarter 2023 Corporate Update PONTE VEDRA, Fla., November 9, 2023 - Cadrenal Therapeutics, Inc., (Nasdaq: CVKD) (“Cadrenal Therapeutics” or the “Company”) a biopharmaceutical company developing tecarfarin, a late-stage novel oral and reversible anticoagulant (blood thinner) designed to prevent heart attacks, strokes and deaths due to blood clots in |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEU |
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| October 23, 2023 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 20, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissio |
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| September 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 6, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commissi |
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| August 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| August 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 17, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 18, 2023 |
Exhibit 99.1 1 CREATE A COVER SLIDE Cadrenal Therapeutics, Inc. NASDAQ: CVKD August 2023 2 Cautionary Statement Concerning Forward Looking Statements This document contains forward - looking statements. In addition, from time to time, we or our representatives may make forward - looking statements orally or in writing. We base these forward - looking statements on our expectations and projections |
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| August 16, 2023 |
Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3) (To Prospectus dated July 28, 2023) Registration No. 333-273384 8,850,001 Shares Common Stock Cadrenal Therapeutics, Inc. This prospectus supplement No. 1 amends and supplements the Cadrenal Therapeutics, Inc. prospectus dated July 28, 2023, which was filed with the Securities and Exchange Commission on August 1, 2023 (the “Prospectus”), |
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| August 16, 2023 |
Financial Statements and Exhibits, Other Events, Shareholder Director Nominations UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 15, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 10, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 10, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTICS, |
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| August 10, 2023 |
Cadrenal Therapeutics Provides Second Quarter 2023 Corporate Update Exhibit 99.1 Cadrenal Therapeutics Provides Second Quarter 2023 Corporate Update PONTE VEDRA, Fla., Aug. 10, 2023 /PRNewswire/ - Cadrenal Therapeutics, Inc., (Nasdaq: CVKD) a biopharmaceutical company developing tecarfarin, a late-stage novel oral and reversible anticoagulant (blood thinner) to prevent heart attacks, strokes and deaths due to blood clots in patients with certain rare medical condi |
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| August 1, 2023 |
The date of this prospectus is July 28, 2023 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) PROSPECTUS Registration No. 333-273384 8,850,001 Shares Common Stock Cadrenal Therapeutics, Inc. This prospectus relates to the resale from time to time of up to 8,850,001 shares of Common Stock, par value $0.001 per share (the “Common Stock”), of Cadrenal Therapeutics, Inc. by the selling stockholders identified in this prospectus (the “Selling Stockholders”), inc |
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| July 26, 2023 |
July 26, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| July 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 23, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission F |
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| July 24, 2023 |
Calculation of Filing Fees Table Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Cadrenal Therapeutics, Inc. |
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| July 24, 2023 |
As filed with the Securities and Exchange Commission on July 24, 2023 As filed with the Securities and Exchange Commission on July 24, 2023 Registration Statement No 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 24, 2023 |
Cadrenal Therapeutics Announces Appointment of Robert Lisicki to Board of Directors Exhibit 99.1 Cadrenal Therapeutics Announces Appointment of Robert Lisicki to Board of Directors PONTE VEDRA, Fla., July 24, 2023 - Cadrenal Therapeutics, Inc., (“Cadrenal” or the “Company”) (Nasdaq: CVKD), a biopharmaceutical company developing tecarfarin, a late-stage novel oral and reversible anticoagulant (blood thinner) for certain rare medical conditions, today announced the appointment of R |
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| July 14, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 12, 2023, between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and condit |
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| July 14, 2023 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of , 2023, between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Ag |
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| July 14, 2023 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| July 14, 2023 |
Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 12, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission F |
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| July 14, 2023 |
Exhibit 99.1 Cadrenal Therapeutics Announces $7.5 Million Private Placement Priced At-the-Market under Nasdaq Rules PONTE VEDRA, Fla., July 12, 2023 /PRNewswire/ - Cadrenal Therapeutics, Inc., (“Cadrenal” or the “Company”) (Nasdaq: CVKD) a biopharmaceutical company developing tecarfarin, a late-stage novel oral and reversible anticoagulant (blood thinner) for certain rare medical conditions, today |
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| July 14, 2023 |
Exhibit 10.3 LOCK-UP AGREEMENT July 12, 2023 Re: Securities Purchase Agreement, dated as of July 12, 2023 (the “Purchase Agreement”), between Cadrenal Therapeutics, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”) Ladies and Gentlemen: Defined terms not otherwise defined in this letter agreement (the “Letter Agreement”) shall have |
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| July 14, 2023 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| July 14, 2023 |
Exhibit 99.2 Cadrenal Therapeutics Announces Closing of $7.5 Million Private Placement Priced At-the-Market under Nasdaq Rules PONTE VEDRA, Fla., July 14, 2023 /PRNewswire/ - Cadrenal Therapeutics, Inc., (“Cadrenal” or the “Company”) (Nasdaq: CVKD) a biopharmaceutical company developing tecarfarin, a late-stage novel oral and reversible anticoagulant (blood thinner) for certain rare medical condit |
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| May 26, 2023 |
Exhibit 10.1 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (the “Amendment”), effective as of June 1, 2023 (the “Effective Date”), by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Matthew K. Szot (the “Executive”). Together, the Company and the Executive are sometimes referred to as the “Parties”. WHEREAS, the Company and |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 25, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 10, 2023 |
Cadrenal Therapeutics Provides First Quarter 2023 Corporate Update Exhibit 99.1 Cadrenal Therapeutics Provides First Quarter 2023 Corporate Update PONTE VEDRA, Florida – May 10, 2023 – Cadrenal Therapeutics, Inc., (Nasdaq: CVKD) a biopharmaceutical company focused on developing tecarfarin, a late-stage novel cardiorenal therapy with orphan drug and Fast Track designations, today provided a corporate update in connection with today’s filing of its Quarterly Report |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTICS |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 10, 2023 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in charter) Delaware 001-41596 88-0860746 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 30, 2023 |
Exhibit 21.1 List of Subsidiaries None |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41596 CADRENAL THERAPEUTICS, INC |
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| March 30, 2023 |
Exhibit 4.11 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Cadrenal Therapeutics, Inc. (the “Company,” “we,” “us,” and “our”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which is our common stock, par value $0.001 per share (the “common stock”). Gene |
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| March 27, 2023 |
CVKD / Cadrenal Therapeutics Inc / MURPHY JOHN RAYMOND - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cadrenal Therapeutics, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 127636 108 (CUSIP Number) John Raymond Murphy c/o Cadrenal Therapeutics, Inc. 822 A1A North, Suite 306 Ponte Vedra, Florida 32082 (904) 30 |
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| March 27, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 27, 2023 Cadrenal Therapeutics, Inc. (Exact name of Registrant as specified in its charter) (Former name or former address, if changed since last report) Delaware 001-41596 88-0 |
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| March 27, 2023 |
Exhibit 99.1 1 CREATE A COVER SLIDE Cadrenal Therapeutics, Inc. NASDAQ: CVKD March 2023 2 Cautionary Statement Concerning Forward Looking Statements This document contains forward - looking statements. In addition, from time to time, we or our representatives may make forward - looking statements orally or in writing. We base these forward - looking statements on our expectations and projections a |
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| January 25, 2023 |
Cadrenal Therapeutics Announces Pricing of Initial Public Offering (IPO) Exhibit 99.1 Cadrenal Therapeutics Announces Pricing of Initial Public Offering (IPO) PONTE VEDRA, Fla., Jan. 20, 2023 /PRNewswire/ - Cadrenal Therapeutics, Inc., a biopharmaceutical company focused on developing tecarfarin, a clinical-stage novel cardiorenal therapy with orphan drug designation, announced today the pricing of its initial public offering of 1,400,000 shares of common stock at a pu |
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| January 25, 2023 |
Exhibit 10.2 AMENDMENT TO ASSET PURCHASE AGREEMENT This Amendment to the Asset Purchase Agreement (“Amendment”), dated August 18, 2022, is entered into by and between HESP LLC, a Delaware limited liability company (“Seller”) and Cadrenal Therapeutics, Inc., a Delaware corporation (“Purchaser”). WHEREAS, Seller and Purchaser are parties to that certain Asset Purchase Agreement, dated April 1, 2022 |
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| January 25, 2023 |
EX-99.2 9 ea172140ex99-2cadrenal.htm PRESS RELEASE ANNOUNCING FAST TRACK DESIGNATION FOR TECARFARIN, DATED JANUARY 23, 2023 Exhibit 99.2 Cadrenal Therapeutics (Nasdaq: CVKD) Granted FDA Fast Track Designation for Tecarfarin for Prevention of Systemic Thromboembolism of Cardiac Origin in Patients with End-Stage Renal Disease and Atrial Fibrillation PONTE VEDRA, Fla., Jan. 23, 2023 /PRNewswire/ - Ca |
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| January 25, 2023 |
Cadrenal Therapeutics (Nasdaq: CVKD) Announces Closing of Initial Public Offering Exhibit 99.3 Cadrenal Therapeutics (Nasdaq: CVKD) Announces Closing of Initial Public Offering PONTE VEDRA, Fla., Jan. 24, 2023 /PRNewswire/ - Cadrenal Therapeutics, Inc. (Nasdaq: CVKD), a biopharmaceutical company focused on developing tecarfarin, a clinical-stage novel cardiorenal therapy with orphan drug indication, today announced the closing of its initial public offering of 1,400,000 shares |
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| January 25, 2023 |
Exhibit 10.3 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of January 24, 2023 by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Matthew K. Szot (“Executive”). Together, Executive and the Company are sometimes referred to as the “Parties.” Capitalized terms not otherwise defined herein shall have the meanings set forth in |
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| January 25, 2023 |
Exhibit 4.1 THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING JANUARY 19, 2023 (THE “EF |
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| January 25, 2023 |
EX-1.1 2 ea172140ex1-1cadrenal.htm UNDERWRITING AGREEMENT, DATED JANUARY 19, 2023, BY AND BETWEEN CADRENAL THERAPEUTICS, INC. AND BOUSTEAD SECURITIES, LLC Exhibit 1.1 UNDERWRITING AGREEMENT January 19, 2023 Boustead Securities, LLC 6 Venture, Suite 265 Irvine, CA 92618 As Representative of the several Underwriters named on Schedule 1 attached hereto Ladies and Gentlemen: The undersigned, Cadrenal |
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| January 25, 2023 |
EX-10.4 7 ea172140ex10-4cadrenal.htm EMPLOYMENT AGREEMENT, EFFECTIVE AS OF JANUARY 24, 2023, BY AND BETWEEN CADRENAL THERAPEUTICS, INC. AND DOUGLAS LOSORDO Exhibit 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of September 21, 2022 by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Douglas Losordo (“Executive”). Togeth |
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| January 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 19, 2023 Cadrenal Therapeutics, Inc. (Exact name of Registrant as specified in its charter) (Former name or former address, if changed since last report) Delaware 001-41596 88 |
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| January 25, 2023 |
Exhibit 10.1 CADRENAL THERAPEUTICS, INC. FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (the “Agreement”) is made as of , by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). WHEREAS, the Company and Indemnitee recognize the substantial increase in corporate litigation in general, subjecting officers and directors to expensive li |
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| January 24, 2023 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) CADRENAL THERAPEUTICS, INC. |
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| January 24, 2023 |
As filed with the Securities and Exchange Commission on January 23, 2022 As filed with the Securities and Exchange Commission on January 23, 2022 Registration No. |
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| January 23, 2023 |
Cadrenal Therapeutics, Inc. 1,704,783 shares of common stock PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No: 333-267562 Cadrenal Therapeutics, Inc. |
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| January 23, 2023 |
Cadrenal Therapeutics, Inc. 1,400,000 Shares Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No: 333-267562 Cadrenal Therapeutics, Inc. |
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| January 17, 2023 |
January 17, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| January 17, 2023 |
Boustead Securities LLC 6 Venture #395 Irvine, CA 92618 January 17, 2023 Boustead Securities LLC 6 Venture #395 Irvine, CA 92618 January 17, 2023 Securities and Exchange Commission 100 F Street, N. |
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| January 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CADRENAL THERAPEUTICS, INC. |
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| January 17, 2023 |
As filed with the Securities and Exchange Commission on January 17, 2023. As filed with the Securities and Exchange Commission on January 17, 2023. Registration No. 333-267562 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 6 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 2834 88-0860746 (State or other jurisdiction of in |
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| December 28, 2022 |
As filed with the Securities and Exchange Commission on December 27, 2022. As filed with the Securities and Exchange Commission on December 27, 2022. Registration No. 333-267562 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 2834 88-0860746 (State or other jurisdiction of i |
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| December 8, 2022 |
As filed with the Securities and Exchange Commission on December 8, 2022. S-1/A 1 fs12022a4cadrenal.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on December 8, 2022. Registration No. 333-267562 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delawa |
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| December 8, 2022 |
Exhibit 1.1 UNDERWRITING AGREEMENT , 2022 Boustead Securities, LLC 6 Venture, Suite 265 Irvine, CA 92618 As Representative of the several Underwriters named on Schedule 1 attached hereto Ladies and Gentlemen: The undersigned, Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Boustead Securities, LLC (hereinafter referred to a |
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| December 8, 2022 |
Phone: (212) 885-5358 Fax: (917) 332-3824 Email: [email protected] December 8, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Dillon Hagius Re: Cadrenal Therapeutics, Inc. Amendment No. 3 to Registration Statement on Form S-1 Submitted on December 6, 2022 File No. 333-267562 Dear Mr. Hag |
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| December 6, 2022 |
EX-4.10 8 fs12022a3ex4-10cadrenal.htm FORM OF AMENDMENT TO CONVERTIBLE PROMISSORY NOTE Exhibit 4.10 FORM OF AMENDMENT TO CONVERTIBLE PROMISSORY NOTE THIS AMENDMENT TO CONVERTIBLE PROMISSORY NOTE (this “Agreement”), dated December , 2022, is made by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), [ ] (the “Holder”). WHEREAS, Holder executed and delivered a Convertib |
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| December 6, 2022 |
Exhibit 4.9 THESE WARRANTS AND ANY SHARES ACQUIRED UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THESE WARRANTS AND SUCH SHARES AND ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT A |
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| December 6, 2022 |
Exhibit 4.7 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| December 6, 2022 |
Exhibit 4.8 THESE WARRANTS AND ANY SHARES ACQUIRED UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THESE WARRANTS AND SUCH SHARES AND ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT A |
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| December 6, 2022 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) CADRENAL THERAPEUTICS, INC. |
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| December 6, 2022 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CADRENAL THERAPEUTICS, INC. aMENDED AND RESTATED BYLAWS OF CADRENAL THERAPEUTICS, INC. (A DELAWARE CORPORATION) ARTICLE I Offices Section 1. Registered Office. The address of the registered office of Cadrenal Therapeutics, Inc. (the ?corporation?) in the State of Delaware, and the name of its registered agent at such address, shall be as set forth in the |
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| December 6, 2022 |
Exhibit 4.6 Form of Note THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER |
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| December 6, 2022 |
Amended and Restated Certificate of Incorporation Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CADRENAL THERAPEUTICS INC. CADRENAL THERAPEUTICS INC., a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Cadrenal Therapeutics Inc.?. The original certificate of incorporation was filed with the Secretary of State of the State of Delaware o |
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| December 6, 2022 |
As filed with the Securities and Exchange Commission on December 6, 2022. As filed with the Securities and Exchange Commission on December 6, 2022. Registration No. 333-267562 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 2834 88-0860746 (State or other jurisdiction of in |
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| October 17, 2022 |
Exhibit 10.15 CADRENAL THERAPEUTICS, INC. STOCK OPTION GRANT NOTICE (2022 AMENDED AND RESTATED EQUITY INCENTIVE PLAN) Cadrenal Therapeutics, Inc. (the ?Company?), pursuant to its 2022 Amended and Restated Equity Incentive Plan (the ?Plan?), has granted to you (?Optionee?) an option to purchase the number of shares of the Common Stock set forth below (the ?Option?). Your Option is subject to all of |
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| October 17, 2022 |
As filed with the Securities and Exchange Commission on October 17, 2022. As filed with the Securities and Exchange Commission on October 17, 2022. Registration No. 333-267562 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 2834 88-0860746 (State or other jurisdiction of in |
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| October 17, 2022 |
EX-1.1 2 fs12022a2ex1-1cadrenal.htm FORM OF UNDERWRITING AGREEMENT BY AND BETWEEN CADRENAL THERAPEUTICS, INC. AND BOUSTEAD SECURITIES, LLC, AS REPRESENTATIVE OF THE UNDERWRITERS Exhibit 1.1 UNDERWRITING AGREEMENT , 2022 Boustead Securities, LLC 6 Venture, Suite 265 Irvine, CA 92618 As Representative of the several Underwriters named on Schedule 1 attached hereto Ladies and Gentlemen: The undersign |
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| October 17, 2022 |
Exhibit 10.17 CADRENAL THERAPEUTICS, INC. STOCK OPTION GRANT NOTICE (2022 SUCCESSOR EQUITY INCENTIVE PLAN) Cadrenal Therapeutics, Inc. (the ?Company?), pursuant to its 2022 Successor Equity Incentive Plan (the ?Plan?), has granted to you (?Optionholder?) an option to purchase the number of shares of the Common Stock set forth below (the ?Option?). Your Option is subject to all of the terms and con |
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| October 17, 2022 |
Cadrenal Therapeutics, Inc. 2022 Successor Equity Incentive Plan Exhibit 10.16 CADRENAL THERAPEUTICS, INC. 2022 SUCCESSOR EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: , 2022 APPROVED BY THE STOCKHOLDERS: , 2022 1. General. (a) Successor to and Continuation of Prior Plan. The Plan is the successor to and continuation of the Prior Plan. As of the Effective Date, (i) no additional awards may be granted under the Prior Plan; (ii) the Prior Plan’s Availa |
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| October 17, 2022 |
Exhibit 10.18 CADRENAL THERAPEUTICS, INC. RSU AWARD GRANT NOTICE (2022 SUCCESSOR EQUITY INCENTIVE PLAN) Cadrenal Therapeutics, Inc. (the “Company”) has awarded to you (the “Participant”) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the “RSU Award”). Your RSU Award is subject to all of the terms and conditions as set forth herein |
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| October 17, 2022 |
CORRESP 1 filename1.htm Phone: (212) 885-5358 Fax: (917) 332-3824 Email: [email protected] October 17, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Dillon Hagius Re: Cadrenal Therapeutics, Inc. Amendment No. 1 to Registration Statement on Form S-1 Submitted on October 11, 2022 File No. |
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| October 17, 2022 |
Cadrenal Therapeutics, Inc. 2022 Amended and Restated Equity Incentive Plan Exhibit 10.14 CADRENAL THERAPEUTICS, INC. 2022 AMENDED AND RESTATED EQUITY INCENTIVE PLAN Adopted by the Board of Directors: , 2022 Approved by the Stockholders: , 2022 Amened and Restated by the Board of Directors: , 2022 Section 1. Purposes; Definitions. The purpose of the Cadrenal Therapeutics, Inc. 2022 Equity Incentive Plan as originally adopted by Board of Directors and approved by the Compa |
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| October 11, 2022 |
As filed with the Securities and Exchange Commission on October 7, 2022. As filed with the Securities and Exchange Commission on October 7, 2022. Registration No. 333-267562 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 2834 88-0860746 (State or other jurisdiction of inc |
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| October 11, 2022 |
Form of Representative’s Warrant Agreement Exhibit 4.2 THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING , 2022 (THE ?EFFECTIVE DA |
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| October 11, 2022 |
EX-1.1 2 fs12022a1ex1-1cadrenal.htm UNDERWRITING AGREEMENT Exhibit 1.1 UNDERWRITING AGREEMENT , 2022 Boustead Securities, LLC 6 Venture, Suite 265 Irvine, CA 92618 As Representative of the several Underwriters named on Schedule 1 attached hereto Ladies and Gentlemen: The undersigned, Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement |
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| October 11, 2022 |
Specimen Common Stock Certificate Exhibit 4.1 |
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| October 11, 2022 |
Form of Placement Agent Warrant EX-4.6 5 fs12022a1ex4-6cadrenal.htm FORM OF PLACEMENT AGENT WARRANT Exhibit 4.6 THESE WARRANTS AND ANY SHARES ACQUIRED UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THESE WARRANTS AND SUCH SHARES AND ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY NOT BE SOLD OR TRANSFERRED IN THE ABS |
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| October 11, 2022 |
Exhibit 10.13 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT MARKED BY [***] HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT EFFECTIVE AS OF SEPTEMBER 16, 2015 BY AND BETWEEN ARMETHEON, INC. AND CHINA CARDIOVASCULAR FOCUS LTD. LICENSE, DEVELOPMENT A |
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| September 22, 2022 |
Form of Placement Agent Warrant EX-4.6 9 fs12022ex4-6cadrenal.htm FORM OF PLACEMENT AGENT WARRANT Exhibit 4.6 THESE WARRANTS AND ANY SHARES ACQUIRED UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THESE WARRANTS AND SUCH SHARES AND ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY NOT BE SOLD OR TRANSFERRED IN THE ABSEN |
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| September 22, 2022 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) CADRENAL THERAPEUTICS, INC. |
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| September 22, 2022 |
Form of Private Placement Convertible Note Exhibit 4.5 NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUA |
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| September 22, 2022 |
Exhibit 10.2 January 25, 2022 Quang Pham President Cadrenal Therapeutics, Inc. 830 North A1A #196 Ponte Vedra, FL 32082 This letter (the ?Agreement?) outlines the terms of the engagement between Phamace, LLC (the ?Consultant?) and Cadrenal Therapeutics, Inc. (the ?Company?) in connection with preparing the Company to launch as an operating company, gathering pertinent fundraising material, obtaini |
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| September 22, 2022 |
Exhibit 10.1 CADRENAL THERAPEUTICS, INC. 2022 EQUITY INCENTIVE PLAN Section 1. Purposes; Definitions. The purpose of the Cadrenal Therapeutics, Inc. 2022 Equity Incentive Plan is to enable Cadrenal Therapeutics, Inc. (the “Company”) to offer to those of its employees and to the employees of its Subsidiaries and other persons who are expected to contribute to the success of the Company, long term p |
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| September 22, 2022 |
Consent of Director Nominee (Steven Zelenkofske) Exhibit 99.2 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent to being named as a person who will be appointed to the Board of Directors of Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), and to all other references to me, in the Company’s Registration Statement on |
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| September 22, 2022 |
Power of Attorney (included on the signature page of the initial Registration Statement) As filed with the Securities and Exchange Commission on September 22, 2022. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cadrenal Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 2834 88-0860746 (State or other jurisdiction of incorporation or organiza |
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| September 22, 2022 |
Asset Purchase Agreement dated as of April 1, 2022, between Cadrenal Therapeutics, Inc. and HESP LLC Exhibit 10.7 ASSET PURCHASE AGREEMENT By And Between HESP LLC as Seller, and CADRENAL THERAPEUTICS INC. as Purchaser Dated April 1, 2022 Table of Contents Page ARTICLE 1 PURCHASE AND SALE OF ASSETS; ASSUMPTION OF LIABILITIES 1.1 Purchase and Sale of Assets 1 1.2 Assumption of Liabilities 2 1.3 Excluded Liabilities 2 1.4 No Obligations to Third Parties 2 1.5 “As Is” Transaction 2 ARTICLE 2 CONSIDER |
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| September 22, 2022 |
Consulting Agreement, dated May 17, 2022, with Matthew Szot EX-10.4 13 fs12022ex10-4cadrenal.htm CONSULTING AGREEMENT, DATED MAY 17, 2022, WITH MATTHEW SZOT Exhibit 10.4 CADRENAL THERAPEUTICS, INC. CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made and entered into as of May 17, 2022 (the “Effective Date”) by and between Cadrenal Therapeutics, Inc., a Delaware corporation with its principal place of business at 822 A1A North, Suite 3 |
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| September 22, 2022 |
Exhibit 10.11 AMENDMENT TO ASSET PURCHASE AGREEMENT This Amendment to the Asset Purchase Agreement (“Amendment”), dated August 18, 2022, is entered into by and between HESP LLC, a Delaware limited liability company (“Seller”) and Cadrenal Therapeutics, Inc., a Delaware corporation (“Purchaser”). WHEREAS, Seller and Purchaser are parties to that certain Asset Purchase Agreement, dated April 1, 2022 |
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| September 22, 2022 |
Form of Investor Rights and Lockup Agreement Exhibit 10.10 INVESTOR RIGHTS AND LOCK-UP AGREEMENT This INVESTOR RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of , 2022 by and among Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and the investor on the signature page hereto. RECITALS A. The Investors have agreed to purchase from the Company, and the Company has agreed to sell to the Investors, |
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| September 22, 2022 |
Subscription Agreement with Quang Pham, dated January 25, 2022 Exhibit 10.9 SUBSCRIPTION AGREEMENT Cadrenal Therapeutics, Inc. 822 A1A North, Suite 320 Ponte Vedra, Florida 32082 Gentlemen: I hereby apply to Cadrenal Therapeutics, Inc., a Delaware corporation (hereinafter “you” or “Company”), to purchase the shares of common stock, par value $0.001, being offered by the Company (“Common Stock”) indicated on the signature page to this Agreement (the “Shares”). |
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| September 22, 2022 |
Form of Employment Agreement to be entered into with Douglas Losordo Exhibit 10.12 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of September 21, 2022 by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Douglas Losordo (“Executive”). Together, Executive and the Company are sometimes referred to as the “Parties.” Capitalized terms not otherwise defined herein shall have the meanings set forth |
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| September 22, 2022 |
List of Subsidiaries of the Registrant Exhibit 21.1 List of Subsidiaries None |
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| September 22, 2022 |
Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CADRENAL THERAPEUTICS INC. CADRENAL THERAPEUTICS INC., a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Cadrenal Therapeutics Inc.?. The original certificate of incorporation was filed with the Secretary of State of the State of Delaware o |
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| September 22, 2022 |
CORRESP 1 filename1.htm Phone: (212) 885-5358 Fax: (917) 332-3824 Email: [email protected] September 22, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Dillon Hagius Re: Cadrenal Therapeutics, Inc. Registration Statement on Form S-1 Submitted on August 23, 2022 CIK No. 0001937993 Ladies |
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| September 22, 2022 |
Form of Amended and Restated Bylaws Exhibit 3.4 BYLAWS OF CADRENAL THERAPEUTICS, INC. BYLAWS OF CADRENAL THERAPEUTICS, INC. (A DELAWARE CORPORATION) ARTICLE I Offices Section 1. Registered Office. The address of the registered office of Cadrenal Therapeutics, Inc. (the ?corporation?) in the State of Delaware, and the name of its registered agent at such address, shall be as set forth in the corporation?s certificate of incorporation |
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| September 22, 2022 |
Consent of Director Nominee (John R. Murphy) Exhibit 99.1 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent to being named as a person who will be appointed to the Board of Directors of Cadrenal Therapeutics, Inc., a Delaware corporation (the ?Company?), and to all other references to me, in the Company?s Registration Statement on |
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| September 22, 2022 |
Consent of Director Nominee (Glynn Wilson) EX-99.3 26 fs12022ex99-3cadrenal.htm CONSENT OF DIRECTOR NOMINEE (GLYNN WILSON) Exhibit 99.3 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent to being named as a person who will be appointed to the Board of Directors of Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company” |
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| September 22, 2022 |
Convertible Promissory Note dated March 1, 2022 issued to John Murphy Exhibit 4.3 THE SECURITIES REFERENCED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPANY THAT SUCH |
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| September 22, 2022 |
Exhibit 3.2 BYLAWS OF CADRENAL THERAPEUTICS, INC. ARTICLE I Meetings of Stockholders Section 1.1. Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Delaware, as may be designated by resolution of the Board of Directors from time to time. Any other |
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| September 22, 2022 |
Form of Convertible Note dated June 13, 2022 Exhibit 4.4 THE SECURITIES REFERENCED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPANY THAT SUCH |
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| September 22, 2022 |
Certificate of Incorporation filed with the Secretary of State of Delaware on January 25, 2022 Exhibit 3.1 STATE OF DELAWARE CERTIFICATE OF INCORPORATION A STOCK CORPORATION ARTICLE I. The name of this Corporation is CADRENAL THERAPEUTICS INC. ARTICLE II. Its registered office in the State of Delaware is to be located at 651 N. Broad Street, Suite 206, Middletown, Delaware 19709. The county of the registered office is NEW CAS1LE. The registered agent in charge thereof is LEGALINC CORPORATE |
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| September 22, 2022 |
Exhibit 10.8 PATENT ASSIGNMENT AGREEMENT THIS PATENT ASSIGNMENT AGREEMENT (this “Agreement”) is dated as of April 1 , 2022 (“Effective Date”), and is made by and between HESP LLC, a Delaware limited liability company (“Assignor”), and Cadrenal Therapeutics Inc., a Delaware corporation (“Assignee”). Each of Assignor and Assignee may be referenced herein as a “Party,” and collectively, the “Parties. |
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| September 22, 2022 |
Form of Employment Agreement to be entered into with Matthew Szot Exhibit 10.6 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into as of , 2022 by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the ?Company?) and Matthew K. Szot (?Executive?). Together, Executive and the Company are sometimes referred to as the ?Parties.? Capitalized terms not otherwise defined herein shall have the meanings set forth in Section 9 |
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| September 22, 2022 |
Restricted Stock Purchase Agreement with Matthew Szot Exhibit 10.5 RESTRICTED STOCK PURCHASE AGREEMENT Pursuant to the terms of this Restricted Stock Purchase Agreement (the ?Agreement?), Cadrenal Therapeutics, Inc., a Delaware corporation (the ?Company?), has issued to Matthew Szot (the ?Holder?) 450,000 shares of restricted common stock of the Company, par value $0.001 (?Common Stock?). A. ISSUANCE. On May 17, 2022 (the ?Issuance Date?), the Compan |
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| September 22, 2022 |
Employment Agreement, dated March 1, 2022 with Quang Pham EX-10.3 12 fs12022ex10-3cadrenal.htm EMPLOYMENT AGREEMENT, DATED MARCH 1, 2022 WITH QUANG PHAM Exhibit 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated March 1, 2022, effective as of the Effective Time (the “Effective Date”), is by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Quang Pham (the “Executive”). W I T N E S S E T H: WHER |
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| September 2, 2022 |
EX-4.3 3 filename3.htm Exhibit 4.3 THE SECURITIES REFERENCED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY T |
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| September 2, 2022 |
DRS/A 1 filename1.htm Confidential draft No. 3 as confidentially submitted to the Securities and Exchange Commission on September 2, 2022. This amended draft registration statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. |
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| September 2, 2022 |
Phone: (212) 885-5358 Fax: (917) 332-3824 Email: [email protected] September 2, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Dillon Hagius Re: Cadrenal Therapeutics, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted August 23, 2022 CIK No. 0001937993 Dear Mr. H |
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| September 2, 2022 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CADRENAL THERAPEUTICS INC. EX-3.3 2 filename2.htm Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CADRENAL THERAPEUTICS INC. CADRENAL THERAPEUTICS INC., a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Cadrenal Therapeutics Inc.”. The original certificate of incorporation was filed with the Secretary of State of |
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| August 23, 2022 |
EX-10.7 6 filename6.htm Exhibit 10.7 ASSET PURCHASE AGREEMENT By And Between HESP LLC as Seller, and CADRENAL THERAPEUTICS INC. as Purchaser Dated April 1, 2022 Table of Contents Page ARTICLE 1 PURCHASE AND SALE OF ASSETS; ASSUMPTION OF LIABILITIES 1.1 Purchase and Sale of Assets 1 1.2 Assumption of Liabilities 2 1.3 Excluded Liabilities 2 1.4 No Obligations to Third Parties 2 1.5 “As Is” Transact |
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| August 23, 2022 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CADRENAL THERAPEUTICS INC. EX-3.3 2 filename2.htm Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CADRENAL THERAPEUTICS INC. CADRENAL THERAPEUTICS INC., a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Cadrenal Therapeutics Inc.”. The original certificate of incorporation was filed with the Secretary of State of |
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| August 23, 2022 |
1271 Avenue of the Americas | New York, New York 10020 Blankrome.com Phone: (212) 885-5358 Fax: (917) 332-3824 Email: [email protected] August 23, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Dillon Hagius Re: Cadrenal Therapeutics, Inc. Draft Registration Statement on Form S-1 Submitt |
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| August 23, 2022 |
Confidential draft No. 2, as confidentially submitted to the Securities and Exchange Commission on August 23, 2022. This amended draft registration statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRA |
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| August 23, 2022 |
AMENDMENT TO ASSET PURCHASE AGREEMENT Exhibit 10.11 AMENDMENT TO ASSET PURCHASE AGREEMENT This Amendment to the Asset Purchase Agreement (?Amendment?), dated August 18, 2022, is entered into by and between HESP LLC, a Delaware limited liability company (?Seller?) and Cadrenal Therapeutics, Inc., a Delaware corporation (?Purchaser?). WHEREAS, Seller and Purchaser are parties to that certain Asset Purchase Agreement, dated April 1, 2022 |
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| August 23, 2022 |
EX-10.8 7 filename7.htm Exhibit 10.8 PATENT ASSIGNMENT AGREEMENT THIS PATENT ASSIGNMENT AGREEMENT (this “Agreement”) is dated as of April 1 , 2022 (“Effective Date”), and is made by and between HESP LLC, a Delaware limited liability company (“Assignor”), and Cadrenal Therapeutics Inc., a Delaware corporation (“Assignee”). Each of Assignor and Assignee may be referenced herein as a “Party,” and col |
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| August 23, 2022 |
CADRENAL THERAPEUTICS, INC. CONVERTIBLE NOTE EX-4.5 4 filename4.htm Exhibit 4.5 NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERE |
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| August 23, 2022 |
EX-3.4 3 filename3.htm Exhibit 3.4 BYLAWS OF CADRENAL THERAPEUTICS, INC. BYLAWS OF CADRENAL THERAPEUTICS, INC. (A DELAWARE CORPORATION) ARTICLE I Offices Section 1. Registered Office. The address of the registered office of Cadrenal Therapeutics, Inc. (the “corporation”) in the State of Delaware, and the name of its registered agent at such address, shall be as set forth in the corporation’s certi |
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| August 23, 2022 |
INVESTOR RIGHTS AND LOCK-UP AGREEMENT Exhibit 10.10 INVESTOR RIGHTS AND LOCK-UP AGREEMENT This INVESTOR RIGHTS AND LOCK-UP AGREEMENT (this ?Agreement?) is made and entered into as of , 2022 by and among Cadrenal Therapeutics, Inc., a Delaware corporation (the ?Company?) and the investor on the signature page hereto. RECITALS A. The Investors have agreed to purchase from the Company, and the Company has agreed to sell to the Investors, |
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| August 23, 2022 |
Exhibit 10.9 SUBSCRIPTION AGREEMENT Cadrenal Therapeutics, Inc. 822 A1A North, Suite 320 Ponte Vedra, Florida 32082 Gentlemen: I hereby apply to Cadrenal Therapeutics, Inc., a Delaware corporation (hereinafter ?you? or ?Company?), to purchase the shares of common stock, par value $0.001, being offered by the Company (?Common Stock?) indicated on the signature page to this Agreement (the ?Shares?). |
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| August 23, 2022 |
EX-10.6 5 filename5.htm Exhibit 10.6 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of , 2022 by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Matthew K. Szot (“Executive”). Together, Executive and the Company are sometimes referred to as the “Parties.” Capitalized terms not otherwise defined herein shall have the meanings |
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| July 15, 2022 |
EX-4.4 5 filename5.htm Exhibit 4.4 THE SECURITIES REFERENCED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY T |
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| July 15, 2022 |
CADRENAL THERAPEUTICS, INC. CONSULTING AGREEMENT EX-10.4 9 filename9.htm Exhibit 10.4 CADRENAL THERAPEUTICS, INC. CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made and entered into as of May 17, 2022 (the “Effective Date”) by and between Cadrenal Therapeutics, Inc., a Delaware corporation with its principal place of business at 822 A1A North, Suite 320, Ponte Vedra, Florida 32082 (the “Company”), and Matthew Szot, an indi |
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| July 15, 2022 |
EX-4.3 4 filename4.htm Exhibit 4.3 THE SECURITIES REFERENCED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY T |
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| July 15, 2022 |
CADRENAL THERAPEUTICS, INC. ARTICLE I Meetings of Stockholders EX-3.2 3 filename3.htm Exhibit 3.2 BYLAWS OF CADRENAL THERAPEUTICS, INC. ARTICLE I Meetings of Stockholders Section 1.1. Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Delaware, as may be designated by resolution of the Board of Directors from t |
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| July 15, 2022 |
EX-10.3 8 filename8.htm Exhibit 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated March 1, 2022, effective as of the Effective Time (the “Effective Date”), is by and between Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”) and Quang Pham (the “Executive”). W I T N E S S E T H: WHEREAS, the Company and the Executive have mutually agreed that, as of the |
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| July 15, 2022 |
DRS 1 filename1.htm As confidentially submitted to the Securities and Exchange Commission on July 15, 2022. This draft registration statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT U |
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| July 15, 2022 |
RESTRICTED STOCK PURCHASE AGREEMENT EX-10.5 10 filename10.htm Exhibit 10.5 RESTRICTED STOCK PURCHASE AGREEMENT Pursuant to the terms of this Restricted Stock Purchase Agreement (the “Agreement”), Cadrenal Therapeutics, Inc., a Delaware corporation (the “Company”), has issued to Matthew Szot (the “Holder”) 450,000 shares of restricted common stock of the Company, par value $0.001 (“Common Stock”). A. ISSUANCE. On May 17, 2022 (the “I |
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| July 15, 2022 |
Exhibit 10.2 January 25, 2022 Quang Pham President Cadrenal Therapeutics, Inc. 830 North A1A #196 Ponte Vedra, FL 32082 This letter (the ?Agreement?) outlines the terms of the engagement between Phamace, LLC (the ?Consultant?) and Cadrenal Therapeutics, Inc. (the ?Company?) in connection with preparing the Company to launch as an operating company, gathering pertinent fundraising material, obtaini |
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| July 15, 2022 |
CADRENAL THERAPEUTICS, INC. 2022 EQUITY INCENTIVE PLAN EX-10.1 6 filename6.htm Exhibit 10.1 CADRENAL THERAPEUTICS, INC. 2022 EQUITY INCENTIVE PLAN Section 1. Purposes; Definitions. The purpose of the Cadrenal Therapeutics, Inc. 2022 Equity Incentive Plan is to enable Cadrenal Therapeutics, Inc. (the “Company”) to offer to those of its employees and to the employees of its Subsidiaries and other persons who are expected to contribute to the success of |
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| July 15, 2022 |
STATE OF DELAWARE CERTIFICATE OF INCORPORATION A STOCK CORPORATION EX-3.1 2 filename2.htm Exhibit 3.1 STATE OF DELAWARE CERTIFICATE OF INCORPORATION A STOCK CORPORATION ARTICLE I. The name of this Corporation is CADRENAL THERAPEUTICS INC. ARTICLE II. Its registered office in the State of Delaware is to be located at 651 N. Broad Street, Suite 206, Middletown, Delaware 19709. The county of the registered office is NEW CAS1LE. The registered agent in charge thereof |
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| July 15, 2022 |
EX-10.8 12 filename12.htm Exhibit 10.8 PATENT ASSIGNMENT AGREEMENT THIS PATENT ASSIGNMENT AGREEMENT (this “Agreement”) is dated as of April 1 , 2022 (“Effective Date”), and is made by and between HESP LLC, a Delaware limited liability company (“Assignor”), and Cadrenal Therapeutics Inc., a Delaware corporation (“Assignee”). Each of Assignor and Assignee may be referenced herein as a “Party,” and c |
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| July 15, 2022 |
EX-21.1 13 filename13.htm Exhibit 21.1 List of Subsidiaries None |
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| July 15, 2022 |
Exhibit 10.7 ASSET PURCHASE AGREEMENT By And Between HESP LLC as Seller, and CADRENAL THERAPEUTICS INC. as Purchaser Dated April 1, 2022 Table of Contents Page ARTICLE 1 PURCHASE AND SALE OF ASSETS; ASSUMPTION OF LIABILITIES 1.1 Purchase and Sale of Assets 1 1.2 Assumption of Liabilities 2 1.3 Excluded Liabilities 2 1.4 No Obligations to Third Parties 2 1.5 ?As Is? Transaction 2 ARTICLE 2 CONSIDER |
