RENB / Lunai Bioworks Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities ExchangeAct of 1934 Date of Report (Date of earliest event reported): September 2, 2025 LUNAI BIOWORKS, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities ExchangeAct of 1934 Date of Report (Date of earliest event reported): September 2, 2025 LUNAI BIOWORKS, INC.

STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION

EXHIBIT 3.1 STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION The corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Renovaro Inc. 2. The Certificate of Incorporation of the corporation is hereby amended by changing the Article thereof numbered First so that, as amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 26, 2025 RENOVARO INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 26, 2025 RENOVARO INC.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2025 RENOVARO INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2025 RENOVARO INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2025 RENOVARO INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of Commission Only (as permitted by Rule 14a-6(e)(2))  ☐ Definitive Proxy Statem

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2025 RENOVARO INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2025 RENOVARO INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2025 RENOVARO INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2025 RENOVARO INC.

NOTICE OF CONVERSION (To be executed by the Holder in order to convert this Note)

EXHIBIT 99.3 NOTICE OF CONVERSION (To be executed by the Holder in order to convert this Note) To: Renovaro Inc. 2080 Century Park E, Suite 906 Los Angeles, CA 90067 E-mail: [email protected] Attention: Nathen Fuentes The undersigned hereby irrevocably elects to convert $ of the outstanding principal and/or accrued interest of the above Note into shares of Common Stock of Renovaro Inc., a

EXCHANGE AGREEMENT

EXHIBIT 99.1 EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”) is entered into as of [ ], 2025 (the “Effective Date”), by and between Renovaro Inc., a Delaware corporation (the “Company”), and [ ] (the “Holder” and together with the Company, the “Parties” and each, a “Party”). RECITALS WHEREAS, the Holder is the holder of those certain Secured Promissory Notes made by the Company on th

Renovaro Strengthens Balance Sheet Through Debt Conversion and Advances AI-Driven Initiatives

EXHIBIT 99.4 Renovaro Strengthens Balance Sheet Through Debt Conversion and Advances AI-Driven Initiatives Los Angeles, CA – [Date] Renovaro Inc. (NASDAQ: RENB), an AI-driven precision medicine company, today announced that senior debt holders have agreed to convert an aggregate of approximately $9.7 million of outstanding senior debt into convertible debt which they have elected to convert into e

RENOVARO INC. Convertible Promissory Note Due [ ], 2025

EXHIBIT 99.2 NEITHER THIS PROMISSORY NOTE NOR THE SECURITIES INTO WHICH THIS NOTE MAY BE CONVERTIBLE 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 EFFECTI

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 30, 2025 RENOVARO INC.

U.S. 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 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

U.S. 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 001-38758 Renovaro Inc. (Exact name of r

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2025 RENOVARO INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2025 RENOVARO INC.

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 8, 2025 RENOVARO INC. (Exac

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 8, 2025 RENOVARO INC. (Exact name of registrant as specified in its charter) Delaware 001-38758 45-2259340 (State or other jurisdiction of incorporation) (Commission File Number

Extension Amendment, dated February 28, 2025, by and between Renovaro, Inc. and Predictive Oncology, Inc.

EXHIBIT 10.1 EXTENSION AGREEMENT This Extension Agreement (“Agreement”) is entered into this 28th day of February 2025, by Predictive Oncology, Inc., a Delaware corporation (the “POI”), and Renovaro, Inc. a Delaware corporation (the, “Renovaro”)(collectively, POI and Renovaro may be referred to as the “Parties”). BACKGROUND WHEREAS, POI and Renovaro entered into a definitive Letter agreement dated

Extension Amendment, dated February 28, 2025, by and between Renovaro, Inc. and Predictive Oncology, Inc.

EXHIBIT 10.1 EXTENSION AGREEMENT This Extension Agreement (“Agreement”) is entered into this 28th day of February 2025, by Predictive Oncology, Inc., a Delaware corporation (the “POI”), and Renovaro, Inc. a Delaware corporation (the, “Renovaro”)(collectively, POI and Renovaro may be referred to as the “Parties”). BACKGROUND WHEREAS, POI and Renovaro entered into a definitive Letter agreement dated

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 28, 2025 RENOVARO INC. (

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 28, 2025 RENOVARO INC. (Exact name of registrant as specified in its charter) Delaware 001-38758 45-2259340 (State or other jurisdiction of incorporation) (Commission File Nu

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 28, 2025 RENOVARO INC. (

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 28, 2025 RENOVARO INC. (Exact name of registrant as specified in its charter) Delaware 001-38758 45-2259340 (State or other jurisdiction of incorporation) (Commission File Nu

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 26, 2025 RENOVARO INC.

Agreement and Plan of Merger, dated February 26, 2025, by and among Renovaro, Inc, Renovaro Acquisition Sub and Biosymetrics, Inc.

EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER among RENOVARO, INC. RENOVARO ACQUISITION SUB, and BIOSYMETRICS, INC. Dated February 26, 2025 Table of Contents Page Article I THE MERGER Section 1.01 The Merger 1 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects 2 Section 1.05 Certificate of Incorporation and Bylaws 2 Section 1.06 Directors 2 Section 1.07 Officers 2 Article II EFFE

Renovaro and BioSymetrics Announce Definitive Merger Agreement to Advance AI-Driven Biomarker Discovery and Precision Medicine Strategic Combination Aims to Accelerate Biomarker Identification, Enhance Drug Discovery, and Expand Precision Medicine Ap

EXHIBIT 99.1 Renovaro and BioSymetrics Announce Definitive Merger Agreement to Advance AI-Driven Biomarker Discovery and Precision Medicine Strategic Combination Aims to Accelerate Biomarker Identification, Enhance Drug Discovery, and Expand Precision Medicine Applications in Cancer and Beyond LOS ANGELES – February 26, 2025 – Renovaro Biosciences Inc. (NASDAQ: RENB), a TechBio leader focused on n

Amended and Restated Employment Agreement by and between Maurice van Tilburg and GEDI CUBE B.V., dated as of February 4, 2025.

EXHIBIT 10.3 EMPLOYMENT AGREEMENT FOR DEFINITE PERIOD THE UNDERSIGNED 1. GEDI CUBE B.V., a private company with limited liability, incorporated and registered at the Dutch Chamber of Commerce with number 91275237, with its registered office at Fred. Roeskestraat 115, 1076EE Amsterdam, hereby duly represented by Mr. D. Weinstein, hereinafter referred to as “Employer”, and 2. Maurice E.W.M. van Tilb

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 18, 2025 RENOVARO INC.

U.S. 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 December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTIO

U.S. 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 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 001-38758 Renovaro Inc. (Exact name o

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPO

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ 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 001-38758 Renova

Employment Agreement by and between Nathen Fuentes and Renovaro Inc., dated as of January 6, 2025.

EXHIBIT 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of December 19, 2024, by and between NATHEN FUENTES, residing at XXXXX (the “Senior Executive”), and RENOVARO, INC., a Delaware corporation with its mailing address located at 2080 Century Park East, 906, Los Angeles, CA 90067 (the “Company”). R E C I T A L S : WHEREAS, the Company is engaged in the business o

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 2) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT P

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 2) ☒ 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 001-38758 Renovaro I

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION report under s

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION report under section 13 Or 15(d) of the securities exchange act of 1934 For the transition period from Commission file number 001-38758 RENOVARO INC. (Name of regis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 e6370nt-10q.htm FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Re

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 RENOVARO INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 6, 2025 RENOVARO INC.

Letter of Intent between Predictive Oncology and Renovaro.

Exhibit 1.01 January 1, 2025 Raymond Vennare Predictive Oncology Inc. 91 43rd Street, Suite 110 Pittsburgh, PA 15201 Confidential Dear Raymond, Thank you very much for the opportunity to review Predictive Oncology Inc. (referred to as the “Company”, “Predictive”, or the “Seller”). We have enjoyed our discussions with you to date and are excited about your business model and prospects and very enco

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2025 RENOVARO INC.

Renovaro to Acquire Predictive Oncology in All-Stock Transaction

Exhibit 99.1 Renovaro to Acquire Predictive Oncology in All-Stock Transaction Acquisition provides access to critical resources encompassing a biobank of more than 150,000 tumor specimens, 200,000 pathology slides and decades of longitudinal drug response data Data provides a critical pathway to progress AI using the high-speed computing power provided through collaboration with Nebul Combines Pre

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 30, 2024 RENOVARO INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 30, 2024 RENOVARO INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 15, 2024 RENOVARO INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 15, 2024 RENOVARO INC.

Employment Agreement by and between David Weinstein and Renovaro Inc., dated as of October 14, 2024.

EXHIBIT 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of October 14, 2024, by and between DAVID WEINSTEIN, residing at 23277 Water Circle, Boca Raton, Florida 33486 (the “Senior Executive”), and RENOVARO, INC., a Delaware corporation with its mailing address located at 2080 Century Park East, 906, Los Angeles, CA 90067 (the “Company”). R E C I T A L S: WHEREAS, t

U.S. 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 ☐ TRANSITION REPORT PURSUANT TO SECTI

U.S. 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 001-38758 Renovaro Inc. (Exact name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2024 RENOVARO INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2024 RENOVARO INC.

Amended and Restated Consulting Agreement, dated November 4, 2024, by and between Renovaro Inc. and Tarsh PB Advisors LLC.

EXHIBIT 10.1 AMENDED AND RESTATED CONSULTING AGREEMENT This AMENDED AND RESTATED CONSULTING AGREEMENT (this “Agreement”) is made and entered into effective as of November 4, 2024 (the “Effective Date”), by and between Renovaro Inc., a Delaware corporation (the “Company”) and TARSH PB ADVISORS LLC, a Florida limited liability company (the “Consultant”). WHEREAS, the parties entered into that certai

Order Granting Defendants’ Motion to Dismiss issued by the United States District Court for the Central District of California–Western Division.

EX-99 3 ex28.htm EXHIBIT 28 Exhibit 28 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1 UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA WEIRD SCIENCE LLC et al., Plaintiffs, v. RENE SINDLEV et al., Defendants. Case No.: 2:24-cv-00645-HDV-MRW ORDER GRANTING DEFENDANTS MOTION TO DISMISS [DKT. NO. 36] JS-6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 2

RENB / Renovaro Inc. / William Anderson Wittekind - AMENDMENT NO. 19 Activist Investment

SC 13D/A 1 y116242sc13da19.htm AMENDMENT NO. 19 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 19)* Renovaro Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 (424

Letter dated November 4, 2024 from legal counsel to Weird Science, Wittekind and the Trusts to legal counsel for the Company, K&L Gates LLP and Clayton Parker.

EX-99 2 ex27.htm EXHIBIT 27 Exhibit 27 McCloskey Law PLLC |260MadisonAvenue,15thFloor|NewYork,NY10016| P: 646.970.0610 | F: 646.970.0614 | www.mccloskeylawpllc.comNovember 4, 2024VIA EMAILRenovaro Inc. c/o John M. SeamanAbrams & Bayliss LLP20 Montchanin Road, Suite 200Wilmington DE 19807K&L Gates LLPand Clayton Parkerc/o Neal C. BelgamSmith Katzenstein & Jenkins LLP1000 North West Street, Suite 15

RENOVARO INC. 2080 Century Park East, Suite 906 Los Angeles, CA 90067

RENOVARO INC. 2080 Century Park East, Suite 906 Los Angeles, CA 90067 November 4, 2024 VIA EDGAR United States Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Tamika Shepparad Re: Renovaro Inc. Request for Acceleration of Registration Statement on Form S-3 File No. 333-282898 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended,

As filed with the Securities and Exchange Commission on October 30, 2024.

As filed with the Securities and Exchange Commission on October 30, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RENOVARO INC. (Exact name of registrant as specified in its charter) Delaware 45-2559340 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employe

Filing Fee Table.

EXHIBIT 107 Calculation of Filing Fee Table FORM S-3 (Form Type) RENOVARO INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee (1) Carry

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A 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 11, 2024 RENOVARO INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A 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 11, 2024 RENOVARO INC.

Clawback Policy

EXHIBIT 97.1 Renovaro BioSciences Inc. NASDAQ RULE 5608 EXECUTIVE OFFICER COMPENSATION CLAWBACK Policy Effective November 30, 2023 1. Policy Purpose. The purpose of this Renovaro BioSciences Inc. Nasdaq Rule 5608 Executive Officer Compensation Clawback Policy (this “Policy”) is to enable Renovaro BioSciences Inc. and its subsidiaries and affiliates (the “Company”) to recover Erroneously Awarded Co

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION report under sec

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION report under section 13 Or 15(d) of the securities exchange act of 1934 For the transition period from Commission file number 001-38758 RENOVARO INC. (Exact name of r

RENB / Renovaro Inc. / William Anderson Wittekind - AMENDMENT NO. 18 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 18)* Renovaro Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 (424) 235-1810 with a copy to: Patrick T. McCloskey

Notice of Subsequent Event Related to Pending Motion to Dismiss filed with the United States District Court for the Central District of California–Western Division, on October 22, 2024.

Exhibit 26 NOTICE OF SUBSEQUENT EVENT RELATED TO PENDING MOTION TO DISMISS 12345678910 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Megan A.

Joint Letter of Gregg Alton, Jayne McNicol and Carol Brosgart, dated October 13, 2024

EXHIBIT 17.2 Gregg Alton […]@gmail.com Jayne McNicol […]@gmail.com Carol Brosgart […]@gmail.com October 13, 2024 Rene Sindlev Chairman of the Board of Directors of Renovaro Inc. [email protected] Rene, We have tried to operate in accordance with good governance. However, you have not called a Board meeting […]. This appears to be you acting as a shareholder. As we have said in the past, if the ma

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 11, 2024 RENOVARO INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 11, 2024 RENOVARO INC.

Letter of James Sapirstein, dated October 12, 2024.

EXHIBIT 17.1 James Sapirstein […]@gmail.com October 12, 2024 Rene Sindlev Chairman of the Board of Directors of Renovaro Inc. [email protected] Rene, Despite all the accusations that were made, as well as disparagements, we all intended to resign and we were trying to have it done the right way under SEC rules. We were not trying to hurt the company and I've been helping this company for several

Security Agreement, effective December 30, 2022, by and between the Company and Paseco ApS

EXHIBIT 10.10 AMENDED AND RESTATED SECURITY AGREEMENT This Amended and Restated Security Agreement, dated as of January 2, 2024 (the “Agreement”) is made by and among Renovaro BioSciences Inc., a corporation duly organized and validly existing under the laws of Delaware (the “Company”) and Paseco ApS, a limited company organized under the Kingdom of Denmark (“Paseco”), and RS Bio ApS (“RS Bio,” an

Incorporated herein by reference to as Exhibit 22.1 to the Company’s Form 10-K filed with the SEC on October 10, 2024

Exhibit 21.1 LIST OF SUBSIDIARIES The following is a list of subsidiaries of the Company as of June 30, 2024: Subsidiary Legal Name State or Other Jurisdiction of Incorporation or Organization Renovaro Biosciences, Inc. Delaware Renovaro Biosciences Denmark ApS Denmark Renovaro Tecnologies, Inc. Nevada GEDi Cube Intl Ltd. England and Wales GEDi Cube B.V. Netherlands Grace Systems B.V. Netherlands

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION report under section 13 Or 15(d) o

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION report under section 13 Or 15(d) of the securities exchange act of 1934 For the transition period from Commission file number 001-38758 RENOVARO INC. (Name of registrant in its charter

CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS LETTER WITH A

FOIA CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO 17 C.F.R. § 200.83 BY RENOVARO INC. CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS LETTER WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[REDACTED]”. VIA EDGAR SUBM

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-52218 NOTIFICATION OF LATE FILING CUSIP NUMBER 68235A200 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 12, 2024 RENOVARO INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 12, 2024 RENOVARO INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 11, 2024 RENOVARO INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 11, 2024 RENOVARO INC.

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT P

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ 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 001-38758 Renovaro I

Regulation FD Disclosure, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2024 RENOVARO INC.

VIA EDGAR SUBMISSION

VIA EDGAR SUBMISSION August 15, 2024 Mr. Frank Wyman Ms. Angela Connell U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Re: Renovaro Biosciences Inc. Form 10-K for the Fiscal Year Ended June 30, 2023 Filed October 2, 2023 File No. 001-38758 Dear Mr. Wyman and Ms. Connell: Renovaro Inc., f/k/a Renovaro Biosciences Inc. (“Renovar

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 27, 2024 RENOVARO INC.

First Amended Verified Stockholder Derivative Complaint filed with the United States District Court for the Central District of California–Western Division, on June 21, 2024.

EX-25 2 ex25.htm EXHIBIT 25 Exhibit 25 FIRST AMENDED VERIFIED STOCKHOLDER DERIVATIVE COMPLAINT1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Megan A. Maitia, Bar No. [email protected] Jennifer L. Williams, Bar No. 268782 [email protected] SUMMA LLP 1010 Sycamore Avenue, Unit 117 South Pasadena, California 91030 Telephone: (213) 260-9452/54 Facsimile: (213) 835-09

RENB / Renovaro Inc. / William Anderson Wittekind - AMENDMENT NO. 17 Activist Investment

SC 13D/A 1 x624246sc13da17.htm AMENDMENT NO. 17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 17)* Renovaro Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 (424

Form of Subscription Agreement

EXHIBIT 10.1 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is made by and between Renovaro Inc., a Delaware corporation (the “Company”), and [●] (the “Subscriber”) as of June 14, 2024. WHEREAS, subject to the terms and conditions set forth in this Subscription Agreement, and pursuant to Regulation S under the Securities Act of 1933, as amended (the “Securities

Form of Warrant

EXHIBIT 4.1 NEITHER THIS WARRANT NOR THE SECURITIES FOR WHICH THIS WARRANT 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 REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE

Renovaro, Inc. Announces $10 million in Equity Committed

EXHIBIT 99.1 FOR IMMEDIATE RELEASE Renovaro, Inc. Announces $10 million in Equity Committed Los Angeles, June 14, 2024. Renovaro, Inc. (NASDAQ: RENB) (the “Company”) announces that it has $10 million in additional equity committed at a price per share of $1.4726 and 10 percent warrant coverage. “We appreciate confidence in the Company demonstrated by the investors,” said the Hon. Mark Dybul, MD, C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 14, 2024 RENOVARO INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 14, 2024 RENOVARO INC.

CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS LETTER WITH A

FOIA CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO 17 C.F.R. § 200.83 BY RENOVARO INC. CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS LETTER WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]”. VIA EDGAR SUBMISSIO

Amended and Restated Bylaws (incorporated herein by reference to Exhibit 3.1 to Form 8-K filed with the SEC on May 24, 2024)

EXHIBIT 3.1 BYLAWS OF Renovaro Inc. (a Delaware corporation) (As amended and restated May 21, 2024) ARTICLE I STOCKHOLDERS Section 1. Certificates Representing Stock. (a) Certificates representing stock in the corporation shall be signed by, or in the name of, the corporation by the Chair of the Board of Directors, if any, or by the Chief Executive Officer, if any, or by the Chief Financial Office

Renovaro Inc. and Amsterdam UMC Cancer Center Poised to Advance Cancer Immunotherapy

EXHIBIT 99.1 Renovaro Inc. and Amsterdam UMC Cancer Center Poised to Advance Cancer Immunotherapy Los Angeles, USA and Amsterdam, Netherlands - May 24, 2024 - Renovaro Inc. (NASDAQ: RENB) and the Amsterdam UMC Cancer Center today announced an intended partnership and therefore signed an MoU to establish a joint company based in the Netherlands aimed at pioneering the next generation of personalize

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 24, 2024 RENOVARO INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 24, 2024 RENOVARO INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2024 RENOVARO INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2024 RENOVARO INC.

Board Defendants’ Reply in Further Support of Motion For Sanctions Against Plaintiffs and Plaintiffs’ Counsel filed with the United States District Court for the Central District of California–Western Division, on April 11, 2024.

EX-22 2 ex22.htm EXHIBIT 22 Exhibit 22 BOARD DEFENDANTS REPLY IN FURTHER SUPPORT OF MOTION FOR SANCTIONS 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 VEDDER PRICE (CA), LLP ATTORNEYS AT LAW LOS ANGELES VEDDER PRICE (CA), LLP Michael J. Quinn, Bar No. 198349 [email protected] Marie E. Christiansen, Bar No. 325352 [email protected] 1925 Century Park Eas

Order Denying Defendants’ Motion for Sanctions issued by the United States District Court for the Central District of California on May 16, 2024.

EX-24 4 ex24.htm EXHIBIT 24 Exhibit 24 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA WEIRD SCIENCE LLC, et al., Plaintiffs, v. SINDLEV, et al., Defendants. Case No. 2:24-cv-00645-HDV-MRWx ORDER DENYING DEFENDANTS MOTION FOR SANCTIONS [DKT. NO. 18] 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

RENB / Renovaro Inc. / William Anderson Wittekind - AMENDMENT NO. 16 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 16)* Renovaro Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 (424) 235-1810 with a copy to: Patrick T. McCloskey

U.S. 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 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

U.S. 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 001-38758 Renovaro Inc. (Exact name of r

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 30, 2024 RENOVARO INC.

RenovaroCube to Acquire 100% Ownership of Cyclomics, Reinforcing Cutting-Edge Cancer Diagnostics Partnership

EXHIBIT 99.1 RenovaroCube to Acquire 100% Ownership of Cyclomics, Reinforcing Cutting-Edge Cancer Diagnostics Partnership Los Angeles and Amsterdam, April 24, 2024 - Renovaro Inc. (Nasdaq: RENB), a trailblazer in AI-driven early cancer diagnostics and therapeutics, and Cyclomics, a leader in ultra-sensitive 4th generation multi-omics molecular biology, proudly announce a significant milestone in t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 24, 2024 RENOVARO INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 24, 2024 RENOVARO INC.

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

CONSOLIDATED FINANCIAL STATEMENTS Renovaro Cube Intl Ltd (fka: Gedi Cube Intl Ltd) Period from January 1, 2023 to August 23, 2023, Period from August 24, 2023 to December 31, 2023 & For the years ended December 31, 2023 and 2022 With Reports of Indep

EXHIBIT 99.1 CONSOLIDATED FINANCIAL STATEMENTS Renovaro Cube Intl Ltd (fka: Gedi Cube Intl Ltd) Period from January 1, 2023 to August 23, 2023, Period from August 24, 2023 to December 31, 2023 & For the years ended December 31, 2023 and 2022 With Reports of Independent Registered Public Accounting Firm Reports of Independent Registered Public Accounting Firm 1 Financial Statements Consolidated Bal

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EXHIBIT 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Unless otherwise indicated, defined terms included below shall have the same meaning as terms defined and included elsewhere on Form 8-K (the “Form 8-K”) filed with the Securities and Exchange Commission (the “SEC”) on February 14, 2024, as amended on April 24, 2024 in the Current Report (the “Form 8-K/A”). Any references to

Corrected Plaintiffs’ Opposition to Board Defendants’ Motion for Sanctions against Plaintiffs and Plaintiffs’ Counsel filed with the United States District Court for the Central District of California–Western Division, on April 4, 2024.

EX-17 2 ex17.htm EXHIBIT 17 Exhibit 17 OPPOSITION TO THE BOARD DEFENDANTS' RULE 11 MOTION FOR SANCTIONS 12345678910 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Megan A. Maitia, Bar No. [email protected] Jennifer L. Williams, Bar No. 268782 [email protected] SUMMA LLP 1010 Sycamore Avenue, Unit 117 South Pasadena, California 91030 Telephone: (213) 260-9452/54 Facsimile: (213) 835-0

RENB / Renovaro Inc. / William Anderson Wittekind - AMENDMENT NO. 15 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* Renovaro Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 (424) 235-1810 with a copy to: Patrick T. McCloskey

Board Defendants’ Notice of Motion and Motion for Sanctions Against Plaintiffs and Plaintiffs’ Counsel filed with the United States District Court for the Central District of California–Western Division, on March 7, 2024.

Exhibit 19

Declaration of Dr. Mark Dybul in Support of Motion for Sanctions filed with the United States District Court for the Central District of California–Western Division, on March 7, 2024.*

Exhibit 20

Declaration of Michael J. Quinn in Support of Motion for Sanctions filed with the United States District Court for the Central District of California–Western Division, on March 7, 2024.*

Exhibit 21

Corrected Declaration of Megan A. Maitia in Support of Opposition of Board Defendants’ Motion for Sanctions against Plaintiffs and Plaintiffs’ Counsel filed with the United States District Court for the Central District of California–Western Division, on April 4, 2024.*

Exhibit 18

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 RENOVARO INC.

Consulting Agreement, dated March 11, 2024, by and between Renovaro Inc. and Tarsh PB Advisors LLC.

EXHIBIT 10.1 CONSULTING AGREEMENT This CONSULTING AGREEMENT (this “Agreement”) is made and entered into effective as of March 11, 2024 (the “Effective Date”), by and between Renovaro Inc., a Delaware corporation (the “Company”) and TARSH PB ADVISORS LLC, a Florida limited liability company (the “Consultant”). WHEREAS, on the Effective Date, the parties desire to enter into this Agreement pursuant

March 11, 2024

March 11, 2024 Mr. Frank Wyman Ms. Angela Connell U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Re: Renovaro Biosciences Inc. Form 10-K for the Fiscal Year Ended June 30, 2023 Filed October 2, 2023 File No. 001-38758 Dear Mr. Wyman and Ms. Connell: Renovaro Inc., f/k/a Renovaro Biosciences Inc. (“Renovaro” or the “Company”) s

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2024 RENOVARO INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2024 RENOVARO INC.

RENB / Renovaro Inc. / Abildgaard Ole - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

Joint Filing Agreement

EX-99.1 2 ea0200498ex99-1reno.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible f

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Megan A. Maitia, Bar No. 285271 [email protected] Jennifer L. Williams, Bar No. 268782 [email protected] SUMMA LLP 1010 Sycamore Avenue, Unit 117 South Pasadena, California 9

EX-13 3 ex13.htm EXHIBIT 13 Exhibit 13 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Megan A. Maitia, Bar No. 285271 [email protected] Jennifer L. Williams, Bar No. 268782 [email protected] SUMMA LLP 1010 Sycamore Avenue, Unit 117 South Pasadena, California 91030 Telephone: (213) 260-9452/54 Facsimile: (213) 835-0939 Attorneys for Plaintiffs UNITED STATES DISTRICT COU

1 IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE WEIRD SCIENCE LLC, WILLIAM ANDERSON WITTEKIND, Individually, WILLIAM ANDERSON WITTEKIND, as Trustee of the C.A. No. 2023-0599-MTZ WILLIAM ANDERSON WITTEKIND 2020 ANNUITY TRUST, the WILLIAM ANDERSON

Exhibit 16 1 IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE WEIRD SCIENCE LLC, WILLIAM ANDERSON WITTEKIND, Individually, WILLIAM ANDERSON WITTEKIND, as Trustee of the C.

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 14 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* Renovaro Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 (424) 235-1810 with a copy to: Patrick T. McCloskey

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Megan A. Maitia, Bar No. 285271 [email protected] Jennifer L. Williams, Bar No. 268782 [email protected] SUMMA LLP 1010 Sycamore Avenue, Unit 117 South Pasadena, California 9

Exhibit 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Megan A.

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2024 RENOVARO INC.

OPPOSITION TO EX PARTE APPLICATION FOR TEMPORARY RESTRAINING ORDER AND ORDER TO SHOW CAUSE WHY A PRELIMINARY INJUNCTION SHOULD NOT ISSUE 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 VEDDER PRICE (CA), LLP ATTORNEYS AT LA

Exhibit 14 OPPOSITION TO EX PARTE APPLICATION FOR TEMPORARY RESTRAINING ORDER AND ORDER TO SHOW CAUSE WHY A PRELIMINARY INJUNCTION SHOULD NOT ISSUE 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 VEDDER PRICE (CA), LLP ATTORNEYS AT LAW LOS ANGELES VEDDER PRICE (CA) LLP Michael J.

Page 1 of 2 CIVIL MINUTES ? GENERAL Initials of Deputy Clerk WH UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA CIVIL MINUTES ? GENERAL Case No. 2:24-cv-00645-HDV-MRW Date January 24, 2024 Title Weird Science LLC, et al. v. Rene Sindlev,

Exhibit 15 Page 1 of 2 CIVIL MINUTES ? GENERAL Initials of Deputy Clerk WH UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA CIVIL MINUTES ? GENERAL Case No.

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A Activist Investment

SC 13D/A 1 e5431sc13da.htm FORM SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Renovaro Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29350E 104 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Address and Telep

Exhibit 1 Joint Filing Agreement

EX-1 2 e5431ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

Second Amendment to Stock Purchase Agreement, dated February 13, 2024, by and among Renovaro Inc., GEDi Cube Intl Ltd., the sellers party thereto and Yalla Yalla Ltd. (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed with the SEC on February 14, 2024)

EXHIBIT 2.1 SECOND AMENDMENT TO Stock Purchase Agreement This Second Amendment (this “Amendment”) to the Stock Purchase Agreement, dated as of September 28, 2023 (the “Agreement”), by and among Renovaro Biosciences Inc., a Delaware corporation (“Buyer”), Gedi Cube Intl Ltd., a private limited company incorporated under the laws of England and Wales (“Company”), each of the shareholders of the Comp

U.S. 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 December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTIO

U.S. 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 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 001-38758 Renovaro Inc. (Exact name o

Registration Rights Agreement (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed with the SEC on February 14, 2024)

EXHIBIT 4.1 SELLER REGISTRATION RIGHTS AGREEMENT THIS SELLER REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of February 13, 2024 (the “Execution Date”), by and among Renovaro Biosciences Inc., a Delaware corporation (together with its successors, the “Purchaser”), and the undersigned parties listed as “Investors” on the signature page hereto (the “Investors” and each an “Inves

Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to the Company’s Form 10-Q filed with the SEC on February 14, 2024)

EXHIBIT 3.1

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2024 RENOVARO INC.

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

EXHIBIT 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The following unaudited pro forma condensed combined financial information is presented to illustrate the estimated effects of the proposed Transaction. The unaudited pro forma condensed combined balance sheet information as of September 30, 2023, is based upon and derived from the unaudited historical financial information o

AI Pioneer GEDi Cube and Biotech Innovator Renovaro Biosciences Combine Forces to Accelerate Personalized Medicine

EXHIBIT 99.1 FOR IMMEDIATE RELEASE AI Pioneer GEDi Cube and Biotech Innovator Renovaro Biosciences Combine Forces to Accelerate Personalized Medicine Los Angeles, February 13, 2024. (GLOBE NEWSWIRE) – Renovaro Inc. (NASDAQ: RENB) announced today that it completed its acquisition of GEDi Cube Intl Ltd. (“GEDiCube”). Renovaro, which means renew, combines the power of the AI Health Tech platform of G

Certificate of Amendment of Certificate of Incorporation, filed February 13, 2024

EXHIBIT 3.1

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2024 RENOVARO BIOSCIENCES INC.

Certificate of Amendment, filed February 1, 2024

EXHIBIT 3.1

Renovaro Biosciences Announces Results of Special Meeting of Shareholders

EXHIBIT 99.1 Renovaro Biosciences Announces Results of Special Meeting of Shareholders Los Angeles, January 25, 2024 (GLOBE NEWSWIRE) – Renovaro Biosciences Inc. (NASDAQ: RENB) (the “Company”), a biotechnology corporation focusing on cell, gene, and immunotherapy, announced today the results of the Company’s Special Meeting of Shareholders held at 12:00 pm ET on January 25, 2024. All of the matter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2024 RENOVARO BIOSCIENC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2024 RENOVARO BIOSCIENCES INC.

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A6 Activist Investment

SC 13D/A 1 e5376sc13da6.htm FORM SC 13D/A6 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A2 Activist Investment

SC 13D/A 1 e5372sc13da2.htm FORM SC 13D/A2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A7 Activist Investment

SC 13D/A 1 e5377sc13da7.htm FORM SC 13D/A7 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A Activist Investment

SC 13D/A 1 e5371sc13da1.htm FORM SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addres

Exhibit 1 Joint Filing Agreement

EX-1 2 e5379ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A5 Activist Investment

SC 13D/A 1 e5375sc13da5.htm FORM SC 13D/A5 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A9 Activist Investment

SC 13D/A 1 e5379sc13da9.htm FORM SC 13D/A9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

Exhibit 1 Joint Filing Agreement

EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1).

Exhibit 1 Joint Filing Agreement

EX-1 2 e5375ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A4 Activist Investment

SC 13D/A 1 e5374sc13da4.htm FORM SC 13D/A4 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

Exhibit 1 Joint Filing Agreement

EX-1 2 e5376ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

Exhibit 1 Joint Filing Agreement

EX-1 2 e5378ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

Exhibit 1 Joint Filing Agreement

EX-1 2 e5373ex1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accurac

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A3 Activist Investment

SC 13D/A 1 e5373sc13da3.htm FORM SC 13D/A3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

Exhibit 1 Joint Filing Agreement

EX-1 2 e5371ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A10 Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Address and Telephone Number of Person Authoriz

Exhibit 1 Joint Filing Agreement

EX-1 2 e5372ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

ENOB / Enochian Biosciences Inc / Sindlev Rene - FORM SC 13D/A8 Activist Investment

SC 13D/A 1 e5378sc13da8.htm FORM SC 13D/A8 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 236078101 (CUSIP Number) Rene Sindlev Stumpedyssevej 17 2970 Hørsholm Denmark Tel: +45 3133 4811 (Name, Addre

Exhibit 1 Joint Filing Agreement

EX-1 2 e5374ex-1.htm EXHIBIT 1 EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accura

Exhibit 1 Joint Filing Agreement

EXHIBIT 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2024 RENOVARO BIOSCIENC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2024 RENOVARO BIOSCIENCES INC.

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

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2024 RENOVARO BIOSCIENC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2024 RENOVARO BIOSCIENCES INC.

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

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

Message from Renovaro Bioscience, Inc.’s CEO, The Hon. Mark Dybul, MD

EXHIBIT 99.1 Message from Renovaro Bioscience, Inc.’s CEO, The Hon. Mark Dybul, MD Accelerating Healthcare With Award-Winning AI: Big Steps Forward In 2023 And The Early Days Of 2024 LOS ANGELES, January 16, 2024 (GLOBE NEWSWIRE) –Renovaro Biosciences Inc. (Nasdaq: RENB) Dear Shareholders, Happy New Year. I write to update you on our key developments towards precision medicine for healthy longevit

Investor Presentation

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

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

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

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

Calculation of Filing Fee Table Schedule 14A (Form Type) Renovaro Biosciences Inc. (Exact Name of Registrant as Specific in its Charter) Table 1: Transaction Valuation

Exhibit 107 Calculation of Filing Fee Table Schedule 14A (Form Type) Renovaro Biosciences Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 1, 2023 RENOVARO BIOSCIENC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 1, 2023 RENOVARO BIOSCIENCES INC.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 1, 2023 RENOVARO BIOSCIENCES INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

Investor Presentation

Exhibit 99.1

Investor Presentation

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

U.S. 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 ☐ TRANSITION REPORT PURSUANT TO SECTI

U.S. 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 001-38758 Renovaro Biosciences Inc.

2023 Equity Incentive Plan

Exhibit 10.3 RENOVARO BIOSCIENCES INC. 2023 EQUITY INCENTIVE PLAN Renovaro BioSciences Inc. (the “Company”) sets forth herein the terms and conditions of its 2023 Equity Incentive Plan (the “Plan”), as follows: 1. PURPOSE The Plan is intended to enhance the ability of the Company and its Affiliates to attract and retain highly-qualified employees, Consultants and Non-Employee Directors, and to mot

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 13 Activist Investment

SC 13D/A 1 j113232sc13da13.htm AMENDMENT NO. 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, C

Selling Stockholder Notice and Questionnaire of Weird Science LLC for the Lincoln Park S-1.*

EX-11 2 ex11.htm EXHIBIT 11 Exhibit 11 316281438.2 The undersigned beneficial owner of shares of common stock, par value $0.0001 per share (the Common StockParentands Commissiona registration statement on Form S-Registration StatementSecurities Actgistration of the resale of the shares of Common Stock held by Registrable Securitiesstockholders whose Common Stock will be included in the Registratio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

Incorporated herein by reference to Exhibit 10.12 to the Company’s Form 10-K/A filed with the SEC on October 30, 2023

Exhibit 10.12 RENOVARO BIOSCIENCES INC. 2023 EQUITY INCENTIVE PLAN Renovaro BioSciences Inc. (the “Company”) sets forth herein the terms and conditions of its 2023 Equity Incentive Plan (the “Plan”), as follows: 1. PURPOSE The Plan is intended to enhance the ability of the Company and its Affiliates to attract and retain highly-qualified employees, Consultants and Non-Employee Directors, and to mo

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2023 ☐ TRANSITION report under sec

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2023 ☐ TRANSITION report under section 13 Or 15(d) of the securities exchange act of 1934 For the transition period from Commission file number 001-38758 RENOVARO BIOSCIENCES INC. (Exa

Subsidiaries of the Registrant

Exhibit 21.1 LIST OF SUBSIDIARIES The following is a list of subsidiaries of the Company: Subsidiary Legal Name State or Other Jurisdiction of Incorporation or Organization Renovaro Biopharma, Inc. Delaware Renovaro Biosciences Denmark ApS Denmark Renovaro Technologies, Inc. Nevada

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Renovaro Biosciences Inc.

As filed with the Securities and Exchange Commission on October 20, 2023

As filed with the Securities and Exchange Commission on October 20, 2023 Registration No.

Renovaro Biosciences Inc. 2023 Equity Incentive Plan

Exhibit 99.1 RENOVARO BIOSCIENCES INC. 2023 EQUITY INCENTIVE PLAN Renovaro BioSciences Inc. (the “Company”) sets forth herein the terms and conditions of its 2023 Equity Incentive Plan (the “Plan”), as follows: 1. PURPOSE The Plan is intended to enhance the ability of the Company and its Affiliates to attract and retain highly-qualified employees, Consultants and Non-Employee Directors, and to mot

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 10, 2023 RENOVARO BIOSCIENCES INC.

Avram Miller, Co-Founder of Intel Capital, Joins Renovaro Biosciences Board of Directors

EXHIBIT 99.1 On October 11, 2023, Renovaro Biosciences Inc. issued a press release announcing the appointment of Avram Miller to the Board of Directors. The following is a copy of the press release: Avram Miller, Co-Founder of Intel Capital, Joins Renovaro Biosciences Board of Directors Los Angeles, October 11, 2023 (GLOBE NEWSWIRE) – Renovaro Biosciences Inc. (NASDAQ: RENB)(Renovaro), a biotechno

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

Form of Subscription Agreement

EXHIBIT 10.1 FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is made by and between Renovaro BioSciences Inc., a Delaware corporation (the “Company”), and the other signatories listed on the signature pages hereto (each, a “Subscriber”, and collectively, the “Subscribers”) as of October , 2023. WHEREAS, subject to the terms and conditions set forth in thi

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 5, 2023 RENOVARO BIOSCIENCES INC.

Renovaro Biosciences Appoints Two Finance Industry Experts to Board of Directors

EXHIBIT 99.1 Renovaro Biosciences Appoints Two Finance Industry Experts to Board of Directors Los Angeles - October 10, 2023. (GLOBE NEWSWIRE) - Renovaro Biosciences Inc. (NASDAQ: RENB)(Renovaro), an advanced, pre-clinical biotechnology firm in cell, gene, and immunotherapy focused on solid tumors with short life expectancy, is pleased to announce the appointment of Leni Boeren and Ruud Hendriks a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2023 RENOVARO BIOSCIENCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2023 RENOVARO BIOSCIENCES INC.

Form of 5% Original Issue Discount Convertible Promissory Note

EXHIBIT 4.1 NEITHER THIS PROMISSORY NOTE NOR THE SECURITIES INTO WHICH THIS NOTE MAY BE CONVERTIBLE 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 EFFECTIV

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

ENOB / Enochian Biosciences Inc / Abildgaard Ole - SCHEDULE 13G Passive Investment

SC 13G 1 ea185891-13gabildgaardreno.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Renovaro Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29350E104 (CUSIP Number) June 26, 2023 (Date of Event Which Requires Filing of this Stat

Joint Filing Agreement

EX-99.1 2 ea185891ex99-1renovaro.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsibl

ENOB / Enochian Biosciences Inc / Abildgaard Ole - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

Joint Filing Agreement

EX-99.1 2 ea185892ex99-1renovaro.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsibl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2023 Renovaro Bioscie

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2023 Renovaro Biosciences Inc.

Stock Purchase Agreement, dated as of September 28, 2023, by and among Renovaro Biosciences Inc., GEDi Cube Intl Ltd., Yalla Yalla Ltd., in its capacity as Sellers’ Representative, and the Sellers party thereto

EXHIBIT 2.1 EXECUTION VERSION Renovaro Biosciences Inc., as Buyer, GEDi Cube Intl Ltd., as Company The Sellers SIGNATORIES Hereto and Yalla Yalla Ltd., in its capacity as Sellers’ Representative Stock Purchase AGREEMENT Dated as of September 28, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms 2 1.2 Definitions 14 ARTICLE II PURCHASE AND SALE; CLOSING 17 2.1 Purchase a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2023 RENOVARO BIOSCIENCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2023 RENOVARO BIOSCIENCES INC.

Shareholder Letter dated October 2, 2023

EXHIBIT 99.1 AI Company GEDiCube and Renovaro Biosciences Sign Definitive Agreement to Combine Message from Renovaro Biosciences CEO, The Hon. Mark Dybul, MD LOS ANGELES, Oct. 2, 2023 (GLOBE NEWSWIRE) –Renovaro Biosciences Inc. (NASDAQ: RENB) Dear Shareholders, I am writing to provide you with an update on our recent news of signing a definitive agreement to combine with GEDiCube (GEDiCube Press R

Press Release, dated September 29, 2023, issued by Renovaro

EXHIBIT 99.1 Renovaro Biosciences and AI Health Company GEDi Cube Sign Definitive Agreement to Combine The combined company aims to accelerate precision, personalized medicine for longevity powered by mutually reinforcing AI and biotechnology platforms for early diagnosis, better targeted treatments, and drug discovery -AI technology products projected to be in marketplace in 2024 -Phase 1/2 human

LIST OF SUBSIDIARIES

Exhibit 21.1 LIST OF SUBSIDIARIES The following is a list of subsidiaries of the Company as of June 30, 2023: Subsidiary Legal Name State or Other Jurisdiction of Incorporation or Organization Renovaro Biopharma, Inc. Delaware Renovaro Biosciences Denmark ApS Denmark Renovaro Tecnologies, Inc. Nevada

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2023 RENOVARO BIOSCIENCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2023 RENOVARO BIOSCIENCES INC.

AI Company GEDiCube and Renovaro Biosciences Sign Definitive Agreement to Combine

EXHIBIT 99.1 AI Company GEDiCube and Renovaro Biosciences Sign Definitive Agreement to Combine Message from Renovaro Biosciences CEO, The Hon. Mark Dybul, MD LOS ANGELES, Oct. 2, 2023 (GLOBE NEWSWIRE) –Renovaro Biosciences Inc. (NASDAQ: RENB) Dear Shareholders, I am writing to provide you with an update on our recent news of signing a definitive agreement to combine with GEDiCube (GEDiCube Press R

AI Company GEDiCube and Renovaro Biosciences Sign Definitive Agreement to Combine

EXHIBIT 99.1 AI Company GEDiCube and Renovaro Biosciences Sign Definitive Agreement to Combine Message from Renovaro Biosciences CEO, The Hon. Mark Dybul, MD LOS ANGELES, Oct. 2, 2023 (GLOBE NEWSWIRE) –Renovaro Biosciences Inc. (NASDAQ: RENB) Dear Shareholders, I am writing to provide you with an update on our recent news of signing a definitive agreement to combine with GEDiCube (GEDiCube Press R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2023 RENOVARO BIOSCIENCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2023 RENOVARO BIOSCIENCES INC.

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2023 ☐ TRANSITION report under section 13 Or 15(d) o

United states SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL report under section 13 Or 15(d) of the securities exchange act of 1934 For the fiscal year ended June 30, 2023 ☐ TRANSITION report under section 13 Or 15(d) of the securities exchange act of 1934 For the transition period from Commission file number 001-38758 RENOVARO BIOSCIENCES INC. (Name of registrant in

Certificate of Incorporation, as amended

EXHIBIT 3.1

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2023 Renovaro Biosciences Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-38758 NOTIFICATION OF LATE FILING CUSIP NUMBER 29350E (Check one): ☒ Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-CEN Form N-CSR For Period Ended: June 30, 2023 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q

Stock Purchase Agreement, dated as of September 28, 2023, by and among Renovaro Biosciences Inc., GEDi Cube Intl Ltd., Yalla Yalla Ltd., in its capacity as Sellers’ Representative, and the Sellers party thereto

EXHIBIT 2.1 EXECUTION VERSION Renovaro Biosciences Inc., as Buyer, GEDi Cube Intl Ltd., as Company The Sellers SIGNATORIES Hereto and Yalla Yalla Ltd., in its capacity as Sellers’ Representative Stock Purchase AGREEMENT Dated as of September 28, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms 2 1.2 Definitions 14 ARTICLE II PURCHASE AND SALE; CLOSING 17 2.1 Purchase a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2023 Renovaro Bioscie

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2023 Renovaro Biosciences Inc.

Renovaro Biosciences and AI Health Company GEDi Cube Sign Definitive Agreement to Combine

EXHIBIT 99.1 Renovaro Biosciences and AI Health Company GEDi Cube Sign Definitive Agreement to Combine The combined company aims to accelerate precision, personalized medicine for longevity powered by mutually reinforcing AI and biotechnology platforms for early diagnosis, better targeted treatments, and drug discovery -AI technology products projected to be in marketplace in 2024 -Phase 1/2 human

Stock Purchase Agreement, dated as of September 28, 2023, by and among Renovaro Biosciences Inc., GEDi Cube Intl Ltd., Yalla Yalla Ltd., in its capacity as Sellers’ Representative, and the Sellers party thereto

EXHIBIT 2.1 EXECUTION VERSION Renovaro Biosciences Inc., as Buyer, GEDi Cube Intl Ltd., as Company The Sellers SIGNATORIES Hereto and Yalla Yalla Ltd., in its capacity as Sellers’ Representative Stock Purchase AGREEMENT Dated as of September 28, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms 2 1.2 Definitions 14 ARTICLE II PURCHASE AND SALE; CLOSING 17 2.1 Purchase a

Renovaro Biosciences and AI Health Company GEDi Cube Sign Definitive Agreement to Combine

EXHIBIT 99.1 Renovaro Biosciences and AI Health Company GEDi Cube Sign Definitive Agreement to Combine The combined company aims to accelerate precision, personalized medicine for longevity powered by mutually reinforcing AI and biotechnology platforms for early diagnosis, better targeted treatments, and drug discovery -AI technology products projected to be in marketplace in 2024 -Phase 1/2 human

Letter of Intent

EXHIBIT 99.1 Letter of Intent August 1, 2023 GEDi Cube Intl Ltd 71-75 Shelton Street, Covent Garden London, WC2H 9JQ Ladies and Gentlemen: Following our recent discussions, this letter will confirm that Enochian BioSciences Inc., a Delaware corporation (“Enochian”) is interested in acquiring GEDi Cube Intl Ltd (the “Company”) (the “Potential Transaction”). In this letter, the Company and Enochian

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2023 Renovaro Biosciences Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2023 RENOVARO BIOSCIENCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2023 RENOVARO BIOSCIENCES INC.

Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock

EXHIBIT 3.1

Certificate of Amendment of Certificate of Incorporation.

EXHIBIT 3.1

Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed with the SEC on August 7, 2023

EXHIBIT 4.1 NEITHER THIS WARRANT NOR THE SECURITIES FOR WHICH THIS WARRANT 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 REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE

Form of Subscription Agreement

EXHIBIT 10.1 FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is made by and between Enochian BioSciences Inc., a Delaware corporation (the “Company”), and the other signatories listed on the signature pages hereto (each, a “Subscriber”, and collectively, the “Subscribers”) as of August 1, 2023. WHEREAS, subject to the terms and conditions set forth in thi

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2023 Renovaro Biosciences Inc.

Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed with the SEC on August 7, 2023

EXHIBIT 10.2 FORM OF AMENDMENT NO. 4 TO PROMISSORY NOTE This Amendment No. 4 to Promissory Note (this “Amendment”), dated as of July 31, 2023 (the “Effective Date”), is entered into by and between ENOCHIAN BIOSCIENCES, INC., a Delaware corporation (the “Company”), and PASECO APS (the “Holder”). RECITALS WHEREAS, the Company issued to the Holder that certain Promissory Note in the principal amount

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2023 ENOCHIAN BIOSCIENCES INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2023 ENOCHIAN BIOSCIENCES I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2023 ENOCHIAN BIOSCIENCES INC.

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 (Amendment No. 1)

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 (Amendment No. 1) 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)). ☐ De

Amended and Restated Bylaws

EXHIBIT 3.1 BYLAWS OF Enochian Biosciences, Inc. (a Delaware corporation) (As amended and restated July [7], 2023) ARTICLE I STOCKHOLDERS Section 1. Certificates Representing Stock. (a) Certificates representing stock in the corporation shall be signed by, or in the name of, the corporation by the Chairman or Vice-Chairman of the Board of Directors, if any, or by the President or a Vice-President

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2023 ENOCHIAN BIOSCIENCES I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2023 ENOCHIAN BIOSCIENCES INC.

Form of Warrant

EXHIBIT 4.1 NEITHER THIS WARRANT NOR THE SECURITIES FOR WHICH THIS WARRANT 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 REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 26, 2023 ENOCHIAN BIOSCIENCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 26, 2023 ENOCHIAN BIOSCIENCES INC.

Form of Subscription Agreement

EXHIBIT 10.1 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is made by and between Enochian BioSciences Inc., a Delaware corporation (the “Company”), and the other signatories listed on the signature pages hereto (each, a “Subscriber”, and collectively, the “Subscribers”) as of June 26, 2023. WHEREAS, subject to the terms and conditions set forth in this Subscri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 20, 2023 ENOCHIAN BIOSCIENCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 20, 2023 ENOCHIAN BIOSCIENCES INC.

Registration Rights Agreement, dated June 20, 2023, by and between the Company and Lincoln Park Capital Fund, LLC

EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 20, 2023, is made by and between ENOCHIAN BIOSCIENCES INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined her

Incorporated herein by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on June 27, 2023

EXHIBIT 10.1 PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the “Agreement”), dated as of June 20, 2023, is made by and between ENOCHIAN BIOSCIENCES INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof. WHEREAS: Subject to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 22, 2023 ENOCHIAN BIOSCIENCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 22, 2023 ENOCHIAN BIOSCIENCES INC.

Press release of Enochian BioSciences Inc., dated June 23, 2023

EXHIBIT 99.1 ENOCHIAN BIOSCIENCES INC. ANNOUNCES ADJOURNMENT OF 2023 ANNUAL STOCKHOLDER MEETING LOS ANGELES, June 23, 2023 (GLOBE NEWSWIRE): (NASDAQ: ENOB). Enochian BioSciences Inc., a company developing gene-modified cell immunotherapies for cancer and infectious diseases, wishes to advise that its 2023 Annual Stockholder Meeting (the “Annual Meeting”), which was scheduled to be held yesterday,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 22, 2023 ENOCHIAN BIOSCIENCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 22, 2023 ENOCHIAN BIOSCIENCES INC.

ENOCHIAN BIOSCIENCES INC. ANNOUNCES ADJOURNMENT OF 2023 ANNUAL STOCKHOLDER MEETING

EXHIBIT 99.1 ENOCHIAN BIOSCIENCES INC. ANNOUNCES ADJOURNMENT OF 2023 ANNUAL STOCKHOLDER MEETING LOS ANGELES, June 23, 2023 (GLOBE NEWSWIRE): (NASDAQ: ENOB). Enochian BioSciences Inc., a company developing gene-modified cell immunotherapies for cancer and infectious diseases, wishes to advise that its 2023 Annual Stockholder Meeting (the “Annual Meeting”), which was scheduled to be held yesterday,

Enochian BioSciences Announces that its Cancer Platform Remains on Track for Trials in Humans Following FDA Review

EXHIBIT 99.1 Enochian BioSciences Announces that its Cancer Platform Remains on Track for Trials in Humans Following FDA Review LOS ANGELES, June 8, 2023 (GLOBE NEWSWIRE): NASDAQ: ENOB). Enochian BioSciences Inc. (the Company) announces that it remains confident in submitting an Investigational New Drug Application (IND) for its innovative Cancer Platform in early/mid 2024 following review of comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 8, 2023 ENOCHIAN BIOSCIENCES I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 8, 2023 ENOCHIAN BIOSCIENCES INC.

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 8 Activist Investment

SC 13D/A 1 wsc13da8.htm AMENDMENT NO. 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention:

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 7 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(424) 279-8

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 9 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(424) 279-8

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 5 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(424) 279-8

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 11 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 ‪(424) 279-8792 with a copy to: Patrick

ENOB / Enochian Biosciences Inc / William Anderson Wittekind Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(4

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 4 Activist Investment

SC 13D/A 1 wsc13da4.htm AMENDMENT NO. 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention:

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 3 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(424) 279-8

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 10 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 ‪(424) 279-8792 with a copy to: Patrick

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 6 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(424) 279-8

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 2 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) Weird Science LLC 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 Attention: William Anderson Wittekind ‪(424) 279-8

ENOB / Enochian Biosciences Inc / William Anderson Wittekind - AMENDMENT NO. 12 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Enochian Biosciences Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 29350E 104 (CUSIP Number) William Anderson Wittekind 8581 Santa Monica Blvd. #317 West Hollywood, CA 90069 ‪(424) 279-8792 with a copy to: Patrick

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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

U.S. 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 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

U.S. 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 001-38758 Enochian Biosciences Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 5, 2023 ENOCHIAN BIOSCIENCES IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 5, 2023 ENOCHIAN BIOSCIENCES INC.

Investor Presentation

EXHIBIT 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 30, 2023 ENOCHIAN BIOSCIENCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 30, 2023 ENOCHIAN BIOSCIENCES INC.

Enochian BioSciences’ CEO Letter to Shareholders

EXHIBIT 99.1 Enochian BioSciences’ CEO Letter to Shareholders Turning the Page; A Promising Future Los Angeles, April 3, 2023 (GLOBE NEWSWIRE) –(NASDAQ: ENOB)- - Accelerated Pre-Investigational New Drug (Pre-IND) submission to the US Food and Drug Administration (FDA) for potential cancer product due to additional promising results from studies in a commonly used mouse model - Dr. Anahid Jewett, a

Form of Subscription Agreement

EXHIBIT 10.1 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is made by and between Enochian BioSciences Inc., a Delaware corporation (the “Company”), and the other signatories listed on the signature pages hereto (each, a “Subscriber”, and collectively, the “Subscribers”) as of March , 2023. WHEREAS, subject to the terms and conditions set forth in this Subscrip