STOCK TITAN

Barfresh (NASDAQ: BRFH) director adds shares via interest-paid stock and retains options, warrant, note

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BARFRESH FOOD GROUP INC. director Joseph M. Cugine reported an update to his holdings in company securities. He received 2,657 shares of Common Stock with a reported price of $1.88 per share as payment of interest on a convertible note, bringing his directly held common shares to 257,146.

Alongside this, he continues to hold several derivative positions on Common Stock: stock options over 19,231 shares at $7.15 expiring on December 31, 2026, options over 5,724 shares at $5.46 expiring on May 7, 2029, and options over 19,231 shares at $6.76 also expiring on December 31, 2026. He also holds a Series R Warrant for 62,500 shares at $3.20 expiring on March 6, 2030 and a 10% Series A Convertible note convertible into 68,966 shares at $2.90 expiring on March 6, 2028.

Positive

  • None.

Negative

  • None.
Insider Cugine Joseph M.
Role null
Type Security Shares Price Value
Other Common Stock 2,657 $0.00 --
holding 10% Series A Convertible note -- -- --
holding Series R Warrant (Right to Buy) -- -- --
holding Stock options -- -- --
holding Stock options -- -- --
holding Stock options -- -- --
Holdings After Transaction: Common Stock — 257,146 shares (Direct, null); 10% Series A Convertible note — 68,966 shares (Direct, null); Series R Warrant (Right to Buy) — 62,500 shares (Direct, null); Stock options — 19,231 shares (Direct, null)
Footnotes (1)
  1. [object Object]
New shares received 2,657 shares Common Stock issued as interest payment on convertible note
Interest share value $1.88 per share Valuation used for shares issued as interest
Common shares held 257,146 shares Direct Common Stock holding after transaction
Options at $7.15 19,231 underlying shares Stock options expiring December 31, 2026
Options at $5.46 5,724 underlying shares Stock options expiring May 7, 2029
Options at $6.76 19,231 underlying shares Stock options expiring December 31, 2026
Series R Warrant 62,500 underlying shares at $3.20 Warrant expiring March 6, 2030
10% Series A Convertible note 68,966 underlying shares at $2.90 Convertible note expiring March 6, 2028
10% Series A Convertible note financial
"10% Series A Convertible note convertible into 68,966 shares at $2.90 expiring on March 6, 2028"
Series R Warrant (Right to Buy) financial
"Series R Warrant (Right to Buy) for 62,500 shares at $3.20 expiring on March 6, 2030"
Stock options financial
"Stock options over 19,231 shares at $7.15, 5,724 shares at $5.46, and 19,231 shares at $6.76 on Common Stock"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
Other acquisition or disposition financial
"Common Stock entry coded J with description "Other acquisition or disposition" for 2,657 shares"
convertible note financial
"Shares issued as payment of interest on a convertible note, valued at $1.88 per share"
A convertible note is a type of loan that a company gets from investors, which can later be turned into company shares instead of being paid back in cash. It matters because it helps startups raise money quickly without setting a fixed value for the company right away, making it easier to grow and attract investors.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Cugine Joseph M.

(Last)(First)(Middle)
500-14 MAIN STREET

(Street)
RIDGEFIELD CONNECTICUT 06877

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BARFRESH FOOD GROUP INC. [ BRFH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock07/01/2026J2,657A(1)257,146D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
10% Series A Convertible note$2.903/06/202603/06/2028Common Stock68,966$200,000D
Series R Warrant (Right to Buy)$3.203/06/202603/06/2030Common Stock62,50062,500D
Stock options$6.7607/26/201812/31/2026Common Stock19,23119,231D
Stock options$5.4605/07/202105/07/2029Common Stock5,7245,724D
Stock options$7.1509/15/201712/31/2026Common Stock19,23119,231D
Explanation of Responses:
1. Shares issued as payment of interest on a convertible note, valued at $1.88 per share.
/s/ Joseph M. Cugine07/02/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Joseph M. Cugine report in this Form 4 for BRFH?

He reported receiving additional BRFH common shares. The filing shows 2,657 shares of Common Stock issued to him as payment of interest on a convertible note, increasing his directly held common shares to 257,146 according to the reported post-transaction balance.

How many Barfresh (BRFH) shares did Joseph M. Cugine receive and at what value?

He received 2,657 BRFH common shares. A footnote explains these shares were issued as payment of interest on a convertible note and valued at $1.88 per share, reflecting a non-cash interest payment taken in stock instead of cash.

What is Joseph M. Cugine’s reported BRFH common stock holding after this transaction?

He is reported to hold 257,146 BRFH common shares directly. The Form 4 lists 2,657 new shares issued as interest on a convertible note and shows a post-transaction total common stock holding of 257,146 shares under direct ownership.

What derivative securities on BRFH stock does Joseph M. Cugine hold?

He holds several option, warrant, and note positions. These include stock options over 19,231 shares at $7.15, 5,724 shares at $5.46, 19,231 shares at $6.76, a Series R Warrant for 62,500 shares at $3.20, and a 10% Series A Convertible note into 68,966 shares at $2.90.

What does the J code "Other acquisition or disposition" mean in this BRFH Form 4?

It indicates an "other" type of transaction, not a standard buy or sell. Here, the J-coded entry reflects shares issued as payment of interest on a convertible note, so it records receipt of shares through interest settlement rather than an open-market purchase or sale.

Did the BRFH Form 4 show any open-market buying or selling by Joseph M. Cugine?

No open-market buys or sells are reported. The summary data shows zero buy and sell transactions. The only new common share entry is coded as an "other" transaction, representing interest paid in stock, with the rest of entries describing existing derivative holdings.