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    Bluejay Diagnostics Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits

    7/28/25 5:10:18 PM ET
    $BJDX
    Medical/Dental Instruments
    Health Care
    Get the next $BJDX alert in real time by email
    false 0001704287 0001704287 2025-07-23 2025-07-23 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

     

    FORM 8-K

     

     

     

    CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the

    Securities Exchange Act of 1934

     

    Date of Report (Date of earliest event reported): July 23, 2025

     

     

     

     

     

    BLUEJAY DIAGNOSTICS, INC.

    (Exact Name of Registrant as Specified in its Charter)

     

     

     

    delaware   001-41031   47-3552922
    (State or Other Jurisdiction
    of Incorporation or Organization)
      (Commission File No.)  

    (I.R.S. Employer
    Identification No.)

     

    360 Massachusetts Avenue, Suite 203

    Acton, MA 01720

    (Address of principal executive offices and zip code)

     

    (844) 327-7078

    (Registrant’s telephone number, including area code)

     

     

    (Former name or former address, if changed from last report)

     

     

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

     

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
       
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
       
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
       
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-14(c))

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     

    Emerging growth company ☒

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     

     

     

     

     

    Item 1.01

    Entry into a Material Definitive Agreement.

     

    On July 23, 2025, Bluejay Diagnostics, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its amended and restated license agreement (the “License Agreement”) and master supply agreement (the “Supply Agreement”) with Toray Industries, Inc. (“Toray”). The Amendment provides that the deadline under the License Agreement for the Company to establish an alternative manufacturing site for the Company’s Symphony cartridges has been extended from October 23, 2025 to October 23, 2026, and the Company has agreed to use its best efforts to establish the site by such date. The Amendment confirms that Toray has provided to the Company all applicable know-how required under the License Agreement and is not under any further obligation to provide know-how or technical assistance to the Company. The Amendment also provides that the Company shall pay $71,212 to Toray for a final supply of certain chip components prior to the impending expiration of the Supply Agreement on October 23, 2025.

     

    The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

     

    Item 9.01.Financial Statements and Exhibits.

     

    (d) Exhibits

     

    10.1  

    Amendment to License Agreement and Master Supply Agreement, entered into on July 23, 2025, by and between Bluejay Diagnostics, Inc. and Toray Industries, Inc.

    104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

     

    1

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

     

      Bluejay Diagnostics, Inc.
         
      By:  /s/ Neil Dey
        Neil Dey
        President and Chief Executive Officer

     

    Date: July 28, 2025

     

     

    2

     

     

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