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BioVie Inc-A美股招股说明书(2025-10-06版)

2025-10-06美股招股说明书J***
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BioVie Inc-A美股招股说明书(2025-10-06版)

Filed pursuant to Rule 424(b)(3)Registration Statement No. 333-288525 PROSPECTUS SUPPLEMENT NO. 1(to prospectus dated August 7, 2025) 5,620,000 Units, Each Consisting of One Share of Class A Common Stock and One Warrant toPurchase One Share of Class A Common Stock 380,000 Pre-Funded Units, Each Consisting of One Pre-Funded Warrant to Purchase One Share ofClass A Common Stock and One Warrant to Purchase One Share of Class A Common Stock 6,000,000 Shares of Class A Common Stock Underlying the Warrants 380,000 Shares of Class A Common Stock Underlying the Pre-Funded Warrants BioVie Inc. This prospectus supplement is being filed to update, amend and supplement the information contained in the prospectus dated August7, 2025 (as further supplemented or amended from time to time, the “prospectus”) which forms a part of our Registration Statement onForm S-1 (Registration No. 333-288525), with the information contained in our Annual Report on Form 10-K for the fiscal year endedJune 30, 2025 filed with the Securities and Exchange Commission (the “SEC”) on August 15, 2025. Accordingly, we have attachedsuch report to this prospectus supplement. The prospectus and this prospectus supplement relate to the offer and sale by us of an aggregate of (i) 5,620,000 units (“Units”), witheach Unit consisting of (a) one share of Class A Common Stock, par value $0.0001 per share (the “Common Stock”), and (b) onewarrant to purchase one share of Common Stock (“Warrant”), and (ii) 380,000 pre-funded units (the “Pre-funded Units”), with eachPre-funded Unit consisting of (a) one pre-funded warrant (“Pre-funded Warrant”) to purchase one share of our Common Stock and (b)one Warrant to purchase one share of Common Stock. The prospectus and this prospectus supplement also relate to the offering of theshares of Common Stock issuable upon exerciseof the Warrants and Pre-funded Warrants included in the Units and Pre-funded Units. This prospectus supplement is not complete without the prospectus. This prospectus supplement should be read in conjunction with theprospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that theinformation in this prospectus supplement updates or supersedes the information contained in the prospectus. Please keep thisprospectus supplement with your prospectus for future reference. Our Common Stock is listed on The Nasdaq Capital Market (“Nasdaq”) under the symbol “BIVI” and the Warrants are listed onNasdaq under the symbol “BIVIW.” OnOctober 2, 2025, the last reported sales price of our Common Stock on Nasdaq was $2.00 pershare and the last reported sales price of our Warrants on Nasdaq was $0.44 per share. Investing in our Common Stock involves a high degree of risk. See “Risk Factors” beginning on page 10 of the prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of thesesecurities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus isOctober 3, 2025 UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-K (Mark One)☒ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. FOR THE FISCAL YEAR ENDED JUNE 30, 2025 ☐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:001-39015 BIOVIE INC.(Exact name of registrant as specified in its charter) Nevada46-2510769(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number) 680 W Nye Lane Suite 204Carson City, NV 89703(Address of principal executive offices, Zip Code) (775)-888-3162(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the ActYes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Actduring the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting c