SEC Form SC 13D/A filed by BioRestorative Therapies Inc. (Amendment)
$BRTX
Managed Health Care
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
| BioRestorative Therapies, Inc. |
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(Name of Issuer)
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Common Stock, $.0001 Par Value
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(Title of Class of Securities)
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| 090655606 |
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(CUSIP Number)
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Dale Broadrick
3003 Brick Church Pike
Nashville, TN 37207
(615) 256-0600
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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| February 8, 2024 |
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box
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Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
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1
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NAMES OF REPORTING PERSONS
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Dale Broadrick
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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(b)
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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926,376
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8
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SHARED VOTING POWER
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0
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9
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SOLE DISPOSITIVE POWER
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926,376
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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926,376
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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14.1%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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*Based upon information contained in the Form 10-Q for the period ended September 30, 2023 filed by BioRestorative Therapies, Inc. (the "Company") with the Securities and Exchange Commission (the "SEC") on
November 13, 2023, and the Form 8-K for an event dated February 6, 2024, filed by the Company with the SEC on February 8, 2024.
This Amendment No. 9 to Schedule 13D reflects the aggregate number of Shares beneficially owned by the Reporting Person and includes (i) 447,045 Shares owned directly by the Reporting Person; (ii) 477,972
Shares owned indirectly by the Reporting Person through Fleetco, Inc. of which he is a 93% shareholder; (iii) 250 Shares underlying warrants held by the Reporting Person with an exercise price of $120 per Share and an expiration date of February
19, 2024; (iv) 276 Shares underlying warrants held by the Reporting Person with an exercise price of $120 per Share and an expiration date of May 7, 2024; and (v) 833 Shares underlying a warrant held by the Reporting Person with an exercise price
of $120 per Share and an expiration date of October 6, 2024. As a result of the foregoing, as of the filing date of this Amendment No. 9 to Schedule 13D, the Reporting Person may be deemed to beneficially own 926,376 Shares, or 14.1% of the
Shares issued and outstanding as of February 9, 2024. Percent of class assumes the exercise of all of the Warrants held by the Reporting Person for the acquisition of 1,359 Shares.
Item 1. Security and Issuer.
This statement relates to the shares of Common Stock, par value $.0001 per share ("Shares" or the "Common Stock"), of BioRestorative Therapies, Inc., a Nevada corporation (the "Company"). The address of the
principal executive offices of the Company is 40 Marcus Drive, Suite One, Melville, New York 11747.
Item 2. Identity and Background.
| a. |
Name
Dale Broadrick
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| b. |
Residence or Business Address
3003 Brick Church Pike
Nashville, Tennessee 37207
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| c. |
Occupation
The Reporting Person is a private investor.
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Convictions
During the last five years, the Reporting Person, to the best of is knowledge, has not been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors).
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Civil Judgments
During the last five years, the Reporting Person, to the best of his knowledge, has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is
subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
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Citizenship
The Reporting Person is a citizen of the United States of America.
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Item 3. Source or Amount of Funds or Other Consideration.
See Item 4.
Item 4. Purpose of Transaction.
The Shares were acquired, and are being held, for investment purposes. The Reporting Person believes that the Common Stock of the Company is significantly undervalued and does not reflect the value of its
business opportunity and its intellectual property.
The Reporting Person may purchase additional shares of Common Stock from time to time depending upon price, market conditions, availability of funds, evaluation of other investment opportunities, and other
factors. The Reporting Person has no present intention to sell any shares of Common Stock, although the Reporting Person could determine from time to time, based upon the same factors listed above for purchases, to sell some or all of the shares
of Common Stock held by the Reporting Person.
The Reporting Person does not have any plans or proposals that would result in any of the actions or transactions described in clauses (a) through (j) of Item 4 of Schedule 13D, except as set forth above.
| a. | An Acquisition or Disposition |
| b. | A Corporate Transaction: |
| c. | A Sale or Transfer of Assets: |
| d. | A Change in Board of Directors: |
| e. | A Change in Capitalization: |
| f. | Other Material Change: |
| g. | Changes to Charter |
| h. | Causing Delisting: |
| i. | Termination of Registration: |
| j. | A Similar Action: |
Item 5. Interest in Securities of the Issuer.
| a. | As of February 9, 2024, the Reporting Person beneficially owned 926,376 shares of Common Stock of the Company, including 1,359 shares of Common Stock of the Company issuable upon the exercise of currently exercisable warrants. As of such date, the Reporting Person beneficially owned 14.1% of the outstanding Common Stock of the Company, based on there being 6,556,917 shares of Common Stock of the Company outstanding as of February 9, 2024 (based upon the number of shares of Common Stock outstanding as of November 10, 2023, as set forth in the Company's Quarterly Report on Form 10-Q for the period ended September 30, 2023, filed with the SEC on November 13, 2023, and the number of shares of Common Stock issued pursuant to the transaction discussed in the Company's Current Report on Form 8-K for an event dated February 6, 2024, filed with the SEC on February 8, 2024), and presently exercisable warrants issued to the Reporting Person for the purchase of an aggregate of 1,359 shares of Common Stock of the Company. |
| b. | As of February 9, 2024, the Reporting Person had sole voting power and sole dispositive power with respect to 926,376 shares of Common Stock. |
| c. | During the past sixty days, Reporting Person acquired, directly or indirectly, the following securities of the Company: |
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Transaction Date
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Shares Purchased
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Price per Share
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| February 7, 2024 |
36,374 |
$1.38 |
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| February 8, 2024 |
83,626 |
$1.34 |
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| February 8, 2024 |
73,959 |
$1.25 |
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| February 9, 2024 |
86,041 |
$1.32 |
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Except with respect to the warrants held by the Reporting Person for the purchase of an aggregate of 1,359 shares of Common Stock of the Company, the Reporting Person does not have any contract, arrangement,
understanding or relationship (legal or otherwise) with any person with respect to any securities of the Company, including but not limited to the transfer of voting of any of the securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.
Item 7. Material to Be Filed as Exhibits.
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: March 5, 2024
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/s/ Dale Broadrick
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Dale Broadrick
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