Mga Batayang Estadistika
| CIK | 1838163 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to DHC Acquisition Corp - Units (1 Ord Share Class A & 1/3 War)
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 27, 2025 |
BEN Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) Exhibit 99.1 FOR IMMEDIATE RELEASE BEN Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) Wilmington, Delaware – August 27, 2025 – Brand Engagement Network Inc. (“BEN” or the “Company”) (NASDAQ: BNAI), an innovator in AI-powered customer engagement solutions, today announced that on August 21, 2025, it received a letter from the Listing Qualifications Department of The Nas |
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| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporatio |
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| August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporatio |
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| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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-SAR ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| July 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| July 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| July 2, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation o |
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| June 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2025 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| June 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation o |
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| June 10, 2025 |
Exhibit 10.1 LINE OF CREDIT AGREEMENT THIS LINE OF CREDIT AGREEMENT (“Agreement”) is made and entered into effective as of the 5th day of June, 2025 (the “Effective Date”) by and among Corps Capital Advisors, LLC, a Texas Limited Liability Company (the “Lender”) and Brand Engagement Network, Inc., a Delaware Corporation. (“Borrower”). Lender and Borrower may be referred to herein as a Party, or, c |
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| June 10, 2025 |
BEN Reports First Quarter 2025 Results and Business Highlights Exhibit 99.1 BEN Reports First Quarter 2025 Results and Business Highlights WILMINGTON, Del., June 9, 2025 – Brand Engagement Network Inc. (BEN) (NASDAQ: BNAI), an innovator in AI-driven customer engagement solutions, today announced its results and key business highlights for the first quarter ended March 31, 2025. “Q1 marked a strong start to 2025, as we launched our iSKYE platform and deepened |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x 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 o 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 00 |
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| May 30, 2025 |
Exhibit 2.1 ADDENDUM II to Share Purchase and Transfer Agreement Between CHRISTIAN UNTERSEER (Seller 1) CUTV GmbH (Seller 2) CUNEO AG (Seller 3) And BRAND ENGAGEMENT NETWORK, INC. (Buyer) Whereas, the Parties have entered into a Share Purchase and Transfer Agreement dated 29 October 2024 (“SPA”) which provides in Section 12.4.2 for the Parties’ right to withdraw from the SPA if certain conditions |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation o |
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| May 23, 2025 |
BEN Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) Exhibit 99.1 FOR IMMEDIATE RELEASE BEN Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) Wilmington, Delaware – May 23, 2025 – Brand Engagement Network Inc. (“BEN” or the “Company”) (NASDAQ: BNAI), an innovator in AI-powered customer engagement solutions, today announced that on May 21, 2025, it received a letter from the Listing Qualifications Department of The Nasdaq St |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 Brand Engagement Network Inc. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation o |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2025 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 31, 2025 |
Exhibit 19.1 BRAND ENGAGEMENT NETWORK INC. INSIDER TRADING POLICY OVERVIEW This Insider Trading Policy (this “Policy”) describes the standards of Brand Engagement Network Inc. and its subsidiaries (the “Company”) on trading, and causing the trading of, the Company’s securities or securities of certain other publicly traded companies while in possession of confidential information. This Policy is d |
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| March 31, 2025 |
Exhibit 97.1 Brand Engagement Network Inc. Compensation Recovery Policy (As adopted March 14, 2024) This Compensation Recovery Policy (this “Policy”) of Brand Engagement Network Inc. (the “Company”) is hereby adopted as of March 14, 2024 (the “Effective Date”) by the Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) in compliance with Section 10D of th |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the annual period ended December 31, 2024 OR o 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 001-4 |
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| March 28, 2025 |
Exhibit 99.2 Brand Engagement Network, Inc. Q4 2024 Earnings Call Script Thursday, March 27, 2025 at 2 PM PT / 5 PM ET Participants: ● Paul Chang – CEO ● Walid Khiari – CFO & COO ● Susan Xu – Alliance Advisors IR Operator Intro: Welcome to the Brand Engagement Network fourth quarter and full-year 2024 results conference call and webcast. At this time, all participants are in a listen-only mode. Af |
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| March 28, 2025 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2025 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| March 28, 2025 |
BEN Reports Fourth Quarter and Full Year 2024 Financial Results Exhibit 99.1 BEN Reports Fourth Quarter and Full Year 2024 Financial Results WILMINGTON, Del., March 27, 2025 – Brand Engagement Network Inc. (BEN) (NASDAQ: BNAI), an innovator in AI-driven customer engagement solutions, today announced its financial results and key business highlights for the fourth quarter and full year ended December 31, 2024. “2024 was a defining year for BEN, as we accelerate |
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| February 14, 2025 |
As filed with the Securities and Exchange Commission on February 14, 2025. As filed with the Securities and Exchange Commission on February 14, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of Incorporation Or Organiz |
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| February 14, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Brand Engagement Network Inc. |
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| February 13, 2025 |
Prospectus Supplement No. 17 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 13 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 9 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 9 (to Prospectus dated Sept |
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| February 13, 2025 |
Prospectus Supplement No. 17 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 13 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 9 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 9 (to Prospectus dated Sept |
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| February 13, 2025 |
Prospectus Supplement No. 17 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 13 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 9 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 9 (to Prospectus dated Sept |
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| February 13, 2025 |
Prospectus Supplement No. 17 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 13 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 9 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 9 (to Prospectus dated Sept |
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| February 12, 2025 |
Exhibit 2.1 ADDENDUM to Share Purchase and Transfer Agreement Between CHRISTIAN UNTERSEER (Seller 1) CUTV GmbH (Seller 2) CUNEO AG (Seller 3) And BRAND ENGAGEMENT NETWORK, INC. (Buyer) Whereas, the Parties have entered into a Share Purchase and Transfer Agreement dated 29 October 2024 (“SPA”) which provides in Section 12.4.2 for the Parties’ right to withdraw from the SPA if certain conditions hav |
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| February 12, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2025 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporati |
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| January 29, 2025 |
As filed with the Securities and Exchange Commission on January 29, 2025 As filed with the Securities and Exchange Commission on January 29, 2025 Registration No. |
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| January 17, 2025 |
Prospectus Supplement No. 16 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 12 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 8 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 8 (to Prospectus dated Sept |
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| January 17, 2025 |
Prospectus Supplement No. 16 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 12 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 8 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 8 (to Prospectus dated Sept |
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| January 17, 2025 |
Prospectus Supplement No. 16 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 12 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 8 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 8 (to Prospectus dated Sept |
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| January 17, 2025 |
BEN Ends Exclusive Reseller Relationship with AFG, Advances Automotive Initiatives Exhibit 99.1 FOR IMMEDIATE RELEASE BEN Ends Exclusive Reseller Relationship with AFG, Advances Automotive Initiatives Jackson, Wyo. – January 17, 2025 – Brand Engagement Network Inc. (“BEN”) (NASDAQ: BNAI), an innovator in AI-powered customer engagement solutions, today announced the termination of its Exclusive Reseller Agreement (the “Agreement”) with AFG Companies, Inc. (“AFG”) and the filing o |
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| January 17, 2025 |
Prospectus Supplement No. 16 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 12 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 8 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 8 (to Prospectus dated Sept |
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| January 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2025 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporati |
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| January 14, 2025 |
Prospectus Supplement No. 15 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 11 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 7 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 7 (to Prospectus dated Sept |
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| January 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2025 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporati |
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| January 14, 2025 |
Exhibit 10.1 WARRANT EXERCISE AND RELOAD AGREEMENT This Warrant Exercise and Reload Agreement (this “Agreement”) is dated as of January 13, 2025, between Brand Engagement Network Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”) identified on the sig |
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| January 14, 2025 |
Prospectus Supplement No. 15 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 11 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 7 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 7 (to Prospectus dated Sept |
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| January 14, 2025 |
Prospectus Supplement No. 15 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 11 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 7 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 7 (to Prospectus dated Sept |
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| January 14, 2025 |
Prospectus Supplement No. 15 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 11 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 7 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 7 (to Prospectus dated Sept |
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| January 6, 2025 |
Prospectus Supplement No. 14 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 10 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 6 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 6 (to Prospectus dated Sept |
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| January 6, 2025 |
Prospectus Supplement No. 14 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 10 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 6 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 6 (to Prospectus dated Sept |
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| January 6, 2025 |
Prospectus Supplement No. 14 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 10 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 6 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 6 (to Prospectus dated Sept |
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| January 6, 2025 |
Prospectus Supplement No. 14 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 10 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 6 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 6 (to Prospectus dated Sept |
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| January 6, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporat |
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| November 14, 2024 |
Prospectus Supplement No. 13 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 9 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 5 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 5 (to Prospectus dated Septe |
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| November 14, 2024 |
DHCA / DHC Acquisition Corp. / FIR TREE CAPITAL MANAGEMENT LP Passive Investment SC 13G/A 1 firtree-dhca093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* DHC Acquisition Corp. (Name of Issuer) Class A ordinary shares included as part of the units (Title of Class of Securities) G2758T109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this State |
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| November 14, 2024 |
BEN Reports Third Quarter 2024 Financial Results Exhibit 99.1 BEN Reports Third Quarter 2024 Financial Results JACKSON, Wyo., Nov. 14, 2024 – Brand Engagement Network Inc. (“BEN”) (Nasdaq: BNAI), a global leader in secure and reliable conversational AI solutions, today announced its financial results and key business highlights for the third quarter ended September 30, 2024. “In the third quarter, we made significant progress in delivering secur |
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| November 14, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporat |
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| November 14, 2024 |
Prospectus Supplement No. 13 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 9 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 5 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 5 (to Prospectus dated Septe |
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| November 14, 2024 |
BRAND ENGAGEMENT NETWORK INC. Promissory Note Original Principal Amount: $1,666,667 Issuance Date: November 11, 2024 Number: BNAI-1 FOR VALUE RECEIVED, BRAND ENGAGEMENT NETWORK INC. a company incorporated under the laws of the State of Delaware (the “Company”), hereby promises to pay to the order of YA II PN, LTD. (the “Holder”) the amount set out above as the Original Principal Amount (as reduced |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 14, 2024 |
Prospectus Supplement No. 13 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 9 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 5 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 5 (to Prospectus dated Septe |
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| November 14, 2024 |
Prospectus Supplement No. 13 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 9 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 5 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 5 (to Prospectus dated Septe |
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| November 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporati |
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| November 8, 2024 |
BEN Appoints Walid Khiari as New CFO and COO, Driving Growth and Innovation Exhibit 99.1 BEN Appoints Walid Khiari as New CFO and COO, Driving Growth and Innovation JACKSON, Wyo., Nov. 8, 2024 – Brand Engagement Network Inc. (“BEN”) (Nasdaq: BNAI), a global leader in secure and reliable conversational AI solutions, proudly announces the appointment of Walid Khiari as Chief Financial Officer (CFO) and Chief Operating Officer (COO), effective November 18, 2024. This strateg |
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| November 8, 2024 |
Prospectus Supplement No. 12 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 8 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 4 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 4 (to Prospectus dated Septe |
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| November 8, 2024 |
Prospectus Supplement No. 12 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 8 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 4 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 4 (to Prospectus dated Septe |
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| November 8, 2024 |
Prospectus Supplement No. 12 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 8 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 4 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 4 (to Prospectus dated Septe |
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| November 8, 2024 |
Prospectus Supplement No. 12 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 8 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 4 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 4 (to Prospectus dated Septe |
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| November 7, 2024 |
Prospectus Supplement No. 11 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 7 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 3 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 3 (to Prospectus dated Septe |
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| November 7, 2024 |
Prospectus Supplement No. 11 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 7 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 3 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 3 (to Prospectus dated Septe |
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| November 7, 2024 |
Prospectus Supplement No. 11 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 7 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 3 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 3 (to Prospectus dated Septe |
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| November 7, 2024 |
Prospectus Supplement No. 11 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 7 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 3 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 3 (to Prospectus dated Septe |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporati |
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| October 30, 2024 |
Exhibit 2.1 Cataneo-BEN SPA Share Purchase and Transfer Agreement Between CHRISTIAN UNTERSEER; CUTV GmbH; and CUNEO AG And BRAND ENGAGEMENT NETWORK, INC. 1 Share Purchase Agreement Between (1) Christian Unterseer, Baumgartenstraße 30a, 83607 Holzkirchen (“Seller 1”) (2) CUTV GmbH, a limited liability company (Gesellschaft mit beschränkter Haftung) incorporated under the Laws of Germany, having its |
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| October 30, 2024 |
Prospectus Supplement No. 10 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 6 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 2 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 2 (to Prospectus dated Septe |
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| October 30, 2024 |
Prospectus Supplement No. 10 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 6 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 2 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 2 (to Prospectus dated Septe |
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| October 30, 2024 |
Exhibit 99.1 AI Company Brand Engagement Network Announces Agreement to Acquire German Media Technology Leader Cataneo Gmbh October 30, 2024 Acquisition to Expand BEN’s Global Media Reach JACKSON, Wyo., October 30, 2024 (GLOBE NEWSWIRE) — Brand Engagement Network, Inc.(BEN) (NASDAQ: BNAI), a global leader in secure and reliable conversational AI solutions for businesses and consumers, today announ |
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| October 30, 2024 |
Prospectus Supplement No. 10 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 6 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 2 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 2 (to Prospectus dated Septe |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporati |
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| October 30, 2024 |
Prospectus Supplement No. 10 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 6 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 2 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 2 (to Prospectus dated Septe |
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| October 8, 2024 |
Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to Prospectus dated Septem |
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| October 8, 2024 |
424B3 1 form424b3.htm Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to P |
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| October 8, 2024 |
Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to Prospectus dated Septem |
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| October 8, 2024 |
Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to Prospectus dated Septem |
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| October 7, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 5, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporatio |
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| October 7, 2024 |
Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to Prospectus dated Septem |
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| October 7, 2024 |
424B3 1 form424b3.htm Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to P |
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| October 7, 2024 |
Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to Prospectus dated Septem |
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| October 7, 2024 |
424B3 1 form424b3.htm Prospectus Supplement No. 9 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 5 (to Prospectus dated August 13, 2024) Registration No. 333-280366 Registration No. 333-282132 Prospectus Supplement No. 1 (to Prospectus dated September 25, 2024) Registration No. 333-282130 Prospectus Supplement No. 1 (to P |
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| October 7, 2024 |
Exhibit 10.1 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT This Amendment No. 1, dated as of October 5, 2024 (the “Amendment”), is entered into by and among Brand Engagement Network Inc., a Delaware corporation (the “Company”) and each purchaser identified on the signature pages hereto (the “Amendment”) and amends that certain Securities Purchase Agreement, dated as of August 26, 2024, between |
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| September 25, 2024 |
BRAND ENGAGEMENT NETWORK INC. 28,370,786 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-282132 PROSPECTUS BRAND ENGAGEMENT NETWORK INC. 28,370,786 Shares of Common Stock This prospectus relates to the offer and sale, from time to time, by the selling security holder identified in this prospectus (the “Selling Holder”), or their permitted transferees, of up to 28,370,786 shares of our Common Stock, par value $0.001 per share (“Comm |
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| September 25, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-282130 PROSPECTUS BRAND ENGAGEMENT NETWORK INC. 3,598,943 Shares of Common Stock (Inclusive of 960,000 Shares of Common Stock Underlying Warrants) This prospectus relates to the offer and sale, from time to time, by the selling holders identified in this prospectus (the “Selling Holders”), or their permitted transferees, of (i) up to 1,185,000 |
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| September 23, 2024 |
Brand Engagement Network Inc. 145 E. Snow King Ave. PO Box - 1045 Jackson, Wyoming 83001 (312) 810-7422 September 23, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jeff Kauten RE: Brand Engagement Network Inc. Registration Statement on Form S-1 SEC File No. 333-282130 (the “Registration S |
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| September 23, 2024 |
Brand Engagement Network Inc. 145 E. Snow King Ave. PO Box - 1045 Jackson, Wyoming 83001 (312) 810-7422 September 23, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jeff Kauten RE: Brand Engagement Network Inc. Registration Statement on Form S-1 SEC File No. 333-282132 (the “Registration S |
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| September 16, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Brand Engagement Network Inc. |
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| September 16, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) BRAND ENGAGEMENT NETWORK INC. |
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| September 16, 2024 |
As filed with the Securities and Exchange Commission on September 13, 2024. As filed with the Securities and Exchange Commission on September 13, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of Incorporation Or Organi |
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| September 16, 2024 |
As filed with the Securities and Exchange Commission on September 13, 2024. As filed with the Securities and Exchange Commission on September 13, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of Incorporation Or Organi |
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| August 26, 2024 |
Exhibit 10.3 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. WARRANT PURCHASE AGREEMENT This WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of August 26, 2024 (the “Effective Date”), by and between Brand Engagement Network Inc., a |
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| August 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporatio |
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| August 26, 2024 |
Exhibit 10.5 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. STANDBY EQUITY PURCHASE AGREEMENT THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of August 26, 2024, is made by and between YA II PN, LTD., a Cayman Islands ex |
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| August 26, 2024 |
Exhibit 10.2 SHARE ASSIGNMENT AND LOCKUP RELEASE AGREEMENT This ASSIGNMENT AND LOCKUP RELEASE AGREEMENT (this “Agreement”) is made and entered into this 26th day of August, 2024 (the “Effective Date”), by and among certain of the former members of DHC Sponsor, LLC, a Delaware limited liability company and certain other existing stockholders and affiliates of the Company listed on Exhibit A hereto |
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| August 26, 2024 |
Exhibit 99.1 BEN Announces Private Placement at Premium to Market Price, Secures $50 Million Standby Equity Purchase Agreement JACKSON, WY – August 26, 2024 – Brand Engagement Network Inc. (“BEN”) (Nasdaq: BNAI), an emerging provider of safe and secure customer engagement AI, today announced it has closed a private placement with existing investors to purchase shares of BEN’s common stock in the a |
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| August 26, 2024 |
Prospectus Supplement No. 8 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 4 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 26, 2024 |
Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [****], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 26, 2024, between Brand Engagement Network Inc., a Delaware corporation ( |
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| August 26, 2024 |
Prospectus Supplement No. 8 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 4 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 26, 2024 |
Exhibit 10.4 LETTER AGREEMENT August 26, 2024 Re: Share Assignment and Lockup Release Agreement (the “Assignment Agreement”), dated August 26, 2024, by and among certain of the former members of DHC Sponsor, LLC, a Delaware limited liability company and certain other existing stockholders and affiliates of the Company listed on Exhibit A thereto (the “Sponsor Members” and each a “Sponsor Member”), |
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| August 22, 2024 |
Prospectus Supplement No. 7 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 3 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporatio |
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| August 22, 2024 |
Exhibit 10.1 SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement (this “Agreement”) is made as of August 22, 2024, by and among Brand Engagement Network, Inc. and its Affiliates (collectively, the “Company”), and Michael Zacharski (“Employee”). The Company and Employee are hereinafter collectively referred to as the “Parties,” or individually as a “Party.” This Agreement shall b |
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| August 22, 2024 |
BEN Promotes Paul Chang to CEO Exhibit 99.1 BEN Promotes Paul Chang to CEO JACKSON, WY – August 22, 2024 – Brand Engagement Network Inc. (“BEN”) (Nasdaq: BNAI), an emerging provider of safe and secure customer engagement AI, today announced the promotion of Paul Chang to CEO. In his new role, Paul’s unique expertise, and his long-term experience on BEN’s leadership team, will enable a seamless continuation of operations and exe |
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| August 22, 2024 |
Prospectus Supplement No. 7 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 3 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 22, 2024 |
Exhibit 99.2 FEE CONVERSION AGREEMENT This Fee Conversion Agreement (the “Agreement”) is dated as of August 22, 2024 (the “Effective Date”) by and between DHC Sponsor, LLC, a Delaware limited liability company (“Sponsor”) and Brand Engagement Network Inc., a Delaware corporation (the “Company”), with reference to the following facts: WHEREAS, as of the Effective Date, the Company owes to the Spons |
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| August 14, 2024 |
Prospectus Supplement No. 6 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 2 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o 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 |
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| August 14, 2024 |
BEN Reports Second Quarter 2024 Financial Results Exhibit 99.1 BEN Reports Second Quarter 2024 Financial Results JACKSON, WY – August 14, 2024 – Brand Engagement Network Inc. (“BEN”) (Nasdaq: BNAI), an emerging provider of safe and secure customer engagement AI, today announced its financial results and key business highlights for the second quarter ended June 30, 2024. “In the second quarter, we made continued progress on market validation initi |
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| August 14, 2024 |
424B3 1 form424b3.htm Prospectus Supplement No. 6 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 2 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Commo |
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| August 14, 2024 |
Prospectus Supplement No. 5 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 1 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 14, 2024 |
Prospectus Supplement No. 5 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 1 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporatio |
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| August 14, 2024 |
Prospectus Supplement No. 5 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 Prospectus Supplement No. 1 (to Prospectus dated August 12, 2024) Registration No. 333-280366 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Con |
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| August 13, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-280366 PRELIMINARY PROSPECTUS BRAND ENGAGEMENT NETWORK INC. 6,393,333 Shares of Common Stock (Inclusive of 4,200,000 Shares of Common Stock Underlying Warrants) This prospectus relates to the offer and sale, from time to time, by the selling holders identified in this prospectus (the “Selling Holders”), or their permitted transferees, of (i) (a |
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| August 12, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Brand Engagement Network Inc. |
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| August 12, 2024 |
Brand Engagement Network Inc. 145 E. Snow King Ave. PO Box - 1045 Jackson, Wyoming 83001 (312) 810-7422 August 12, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Charli Wilson and Mitchell Austin RE: Brand Engagement Network Inc. Amendment No. 2 to Registration Statement on Form S-1 SEC Fi |
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| August 12, 2024 |
August 12, 2024 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Division of Corporation Finance Office of Technology Washington, D.C. 20549 Attention: Charli Wilson and Mitchell Austin Re: Brand Engagement Network Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed July 26, 2024 File No. 333-280366 Ladies and Gentlemen: On behalf of Brand Engagement Network Inc. ( |
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| August 12, 2024 |
As filed with the Securities and Exchange Commission on August 12, 2024. As filed with the Securities and Exchange Commission on August 12, 2024. Registration No. 333-280366 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of I |
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| July 26, 2024 |
Joint Filing Agreement (filed herewith). EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT July 26, 2024 In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock of Brand Engagement Network Inc., and that this Agreement be i |
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| July 26, 2024 |
July 26, 2024 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Division of Corporation Finance Office of Technology Washington, D.C. 20549 Attention: Charli Wilson and Mitchell Austin Re: Brand Engagement Network Inc. Registration Statement on Form S-1 Filed June 20, 2024 File No. 333-280366 Ladies and Gentlemen: On behalf of Brand Engagement Network Inc. (the “Company”), below |
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| July 26, 2024 |
As filed with the Securities and Exchange Commission on July 26, 2024. As filed with the Securities and Exchange Commission on July 26, 2024. Registration No. 333-280366 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of Inc |
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| July 26, 2024 |
Exhibit 99.1 ESCROW AGREEMENt This Escrow Agreement (the “Agreement”) is made and entered into as of May 30, 2024, by and between Brand Engagement Network Inc., a Delaware corporation (the “Issuer”); and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”). Recitals WHEREAS, the Issuer entered into a Securities Purchase Agreement with each purchaser identified in |
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| July 26, 2024 |
BNAI / Brand Engagement Network, Inc. / October 3rd Holdings, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 BRAND ENGAGEMENT NETWORK INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 104932108 (CUSIP Number) Tyler Luck 145 E. Snow King Ave, Office #2 PO Box 758 Jackson, Wyoming 83001 with a copy to: Matthew L. Fry, Esq. Haynes and Boo |
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| July 26, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Brand Engagement Network Inc. |
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| July 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 5, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdictio |
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| July 11, 2024 |
Exhibit 10.1 Second Amendment To Employment Agreement This Second Amendment To Employment Agreement (this “Amendment”) is dated June 28, 2024 (the “Amendment Effective Date”) by and between Brand Engagement Network, Inc. (“Employer”) and Michael Zacharski (“Executive”) for the purpose of amending that certain Employment Agreement by and between Employer and Executive, effective August 16, 2023, an |
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| July 11, 2024 |
Prospectus Supplement No. 4 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Convertible Notes and 163,407 Shares of Common Stock Underlying Options) 6,126,010 Warrants to Pu |
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| July 8, 2024 |
Prospectus Supplement No. 3 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Convertible Notes and 163,407 Shares of Common Stock Underlying Options) 6,126,010 Warrants to Pu |
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| July 5, 2024 |
Exhibit 10.2 FIRST AMENDMENT TO OPTION AGREEMENT This First Amendment to Option Agreement (this “Amendment”) is hereby made and entered into as of June 28, 2024 (the “Effective Date”), by and between Brand Engagement Network Inc. (the “Company”) and Michael Zacharski (the “Participant”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the |
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| July 5, 2024 |
Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 1, 2024, between Brand Engagement Network Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement, the C |
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| July 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| July 5, 2024 |
Exhibit 10.1 Second Amendment To Employment Agreement This Second Amendment To Employment Agreement (this “Amendment”) is dated June 28, 2024 (the “Amendment Effective Date”) by and between Brand Engagement Network, Inc. (“Employer”) and Michael Zacharski (“Executive”) for the purpose of amending that certain Employment Agreement by and between Employer and Executive, effective August 16, 2023, an |
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| July 5, 2024 |
Exhibit 10.3 DEBT CONVERSION AGREEMENT This Debt Conversion Agreement (the “Agreement”) is entered into effective as of June 30, 2024 (the “Effective Date”) by and between October 3rd Holdings, LLC, a Wyoming limited liability company (“Lender”) and Brand Engagement Network Inc., a Wyoming corporation (the “Borrower”), with reference to the following facts: WHEREAS, As of the Effective Date, Lende |
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| June 20, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Brand Engagement Network Inc. |
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| June 20, 2024 |
As filed with the Securities and Exchange Commission on June 20, 2024. As filed with the Securities and Exchange Commission on June 20, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of Incorporation Or Organizatio |
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| June 20, 2024 |
Form of Warrant Exercise and Reload Agreement, dated May 28, 2024. Exhibit 10.27 BRAND ENGAGEMENT NETWORK INC. May 28, 2024 Re: Agreement to Exercise Warrants Dear Holders: You, severally and not jointly, (“Holder”, “you” or similar terminology) hereby agree with Brand Engagement Network Inc. (the “Company”) to, as a backstop to the Company’s intention to raise an additional $3,250,000 in equity or debt financing by the end of December 2024, subject to and to the |
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| May 29, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 28, 2024, between Brand Engagement Network Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers” identified on the signature page hereto. W |
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| May 29, 2024 |
BEN Announces Private Placement at Premium to Market Price, Promotion of Paul Chang to Co-CEO Exhibit 99.1 BEN Announces Private Placement at Premium to Market Price, Promotion of Paul Chang to Co-CEO JACKSON, WY – May 29, 2024 – Brand Engagement Network Inc. (“BEN”) (Nasdaq: BNAI), an emerging provider of personalized customer engagement AI, today announced it has closed a private placement with existing investors of its common stock and warrants to purchase common stock in the aggregate |
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| May 29, 2024 |
Prospectus Supplement No. 2 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Convertible Notes and 163,407 Shares of Common Stock Underlying Options) 6,126,010 Warrants to Pu |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation o |
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| May 29, 2024 |
Exhibit 10.2 BRAND ENGAGEMENT NETWORK INC. May 28, 2024 Re: Agreement to Exercise Warrants Dear Holders: You, severally and not jointly, (“Holder”, “you” or similar terminology) hereby agree with Brand Engagement Network Inc. (the “Company”) to, as a backstop to the Company’s intention to raise an additional $3,250,000 in equity or debt financing by the end of December 2024, subject to and to the |
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| May 16, 2024 |
Prospectus Supplement No. 1 (to Prospectus dated April 25, 2024) Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Convertible Notes and 163,407 Shares of Common Stock Underlying Options) 6,126,010 Warrants to Pu |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x 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 o 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 00 |
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| May 14, 2024 |
BEN Reports First Quarter 2024 Financial Results Exhibit 99.1 BEN Reports First Quarter 2024 Financial Results JACKSON, WY – May 14, 2024 – Brand Engagement Network Inc. (“BEN”) (Nasdaq: BNAI), an emerging provider of personalized customer engagement AI, today announced its financial results and key business highlights for the first quarter ended March 31st, 2024. “We are excited to announce our first set of results as a public company following |
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| May 14, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation o |
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| May 13, 2024 |
As filed with the Securities and Exchange Commission on May 13, 2024 As filed with the Securities and Exchange Commission on May 13, 2024 Registration No. |
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| May 13, 2024 |
Exhibit 4.11 First Amendment To Employment Agreement This First Amendment to Employment Agreement (this “Amendment”) is dated April 22, 2024 (the “Amendment Effective Date”) by and between Brand Engagement Network Inc. (“Employer”) and Paul Chang (“Executive”) for the purpose of amending that certain Employment Agreement by and between Employer and Executive, effective May 7, 2023 (the “Employment |
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| May 13, 2024 |
EXHIBIT 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Brand Engagement Network Inc. |
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| May 13, 2024 |
Blockchain Exchange Network, Inc. 2021 Incentive Stock Option Plan. Exhibit 4.8 BLOCKCHAIN EXCHANGE NETWORK, INC. 2021 EQUITY INCENTIVE PLAN (RELATING TO CLASS B COMMON STOCK) ADOPTED BY THE BOARD OF DIRECTORS: May 1, 2021 APPROVED BY THE STOCKHOLDERS: May 8, 2021 TERMINATION DATE: May 1, 2025 1. GENERAL. (a) Eligible Stock Award Recipients. Employees, Directors and Consultants are eligible to receive Stock Awards. (b) Available Stock Awards. The Plan provides for |
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| May 13, 2024 |
Exhibit 4.9 BLOCKCHAIN EXCHANGE NETWORK, INC. 2021 EQUITY INCENTIVE PLAN FORM OF OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION RELATING TO CLASS B COMMON STOCK) Pursuant to your Stock Option Grant Notice (“Stock Option Grant Notice”) and this Option Agreement (this “Option Agreement”), Blockchain Exchange Network, Inc. (the “Company”) has granted you an option under its 202 |
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| April 26, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| April 26, 2024 |
Investor Presentation (furnished pursuant to Item 7.01). Exhibit 99.1 |
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| April 25, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-278673 PROSPECTUS BRAND ENGAGEMENT NETWORK INC. 46,752,838 Shares of Common Stock (Inclusive of 21,190,316 Shares of Common Stock Underlying Warrants, 1,583,334 Shares of Common Stock Underlying Convertible Notes and 163,407 Shares of Common Stock Underlying Options) 6,126,010 Warrants to Purchase Common Stock This prospectus relates to the off |
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| April 24, 2024 |
Brand Engagement Network Inc. 145 E. Snow King Ave. PO Box - 1045 Jackson, Wyoming 83001 (214) 445-4700 April 24, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jeff Kauten and Jan Woo RE: Brand Engagement Network Inc. Amendment No. 1 to Registration Statement on Form S-1 SEC File No. 333- |
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| April 22, 2024 |
Exhibit 10.16 First Amendment To Employment Agreement This First Amendment to Employment Agreement (this “Amendment”) is dated March 14, 2024 (the “Amendment Effective Date”) by and between Brand Engagement Network Inc., a Wyoming corporation (“Employer”) and Bill Williams (“Executive”) for the purpose of amending that certain Employment Agreement by and between Employer and Executive (the “Employ |
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| April 22, 2024 |
Exhibit 10.14 First Amendment To Employment Agreement This First Amendment to Employment Agreement (this “Amendment”) is dated April 22, 2024 (the “Amendment Effective Date”) by and between Brand Engagement Network Inc. (“Employer”) and Paul Chang (“Executive”) for the purpose of amending that certain Employment Agreement by and between Employer and Executive, effective May 7, 2023 (the “Employmen |
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| April 22, 2024 |
Exhibit 10.12 First Amendment To Employment Agreement This First Amendment to Employment Agreement (this “Amendment”) is dated April 22, 2024 (the “Amendment Effective Date”) by and between Brand Engagement Network Inc. (“Employer”) and Michael Zacharski (“Executive”) for the purpose of amending that certain Employment Agreement by and between Employer and Executive, effective August 16, 2023 (the |
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| April 22, 2024 |
As filed with the Securities and Exchange Commission on April 22, 2024. As filed with the Securities and Exchange Commission on April 22, 2024. Registration No. 333-278673 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of In |
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| April 22, 2024 |
April 22, 2024 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Division of Corporation Finance Office of Technology Washington, D.C. 20549 Attention: Jeff Kauten and Jan Woo Re: Brand Engagement Network Inc. Registration Statement on Form S-1 Filed April 12, 2024 File No. 333-278673 Ladies and Gentlemen: On behalf of Brand Engagement Network Inc. (the “Company”), below is the |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| April 12, 2024 |
As filed with the Securities and Exchange Commission on April 12, 2024. As filed with the Securities and Exchange Commission on April 12, 2024. Registration No. 333 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 7372 98-1574798 (State or other Jurisdiction of Incorporation Or Organizat |
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| April 12, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-1 (Form Type) Brand Engagement Network Inc. |
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| April 12, 2024 |
Exhibit 10.21 THIS CONVERTIBLE PROMISSORY NOTE (THIS “NOTE”) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFE |
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| April 12, 2024 |
Exhibit 10.17 FIRST AMENDMENT TO EXCLUSIVE RESELLER AGREEMENT (SAAS) THIS FIRST AMENDMENT TO EXCLUSIVE RESELLER AGREEMENT (SAAS) (this “Amendment”) is dated February 9, 2024 (the “Amendment Effective Date”) by and between Brand Engagement Network Inc., a Wyoming corporation (“BEN”) and AFG Companies, Inc., a Texas corporation (collectively with its designated subsidiaries, “Reseller”). RECITALS A. |
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| April 12, 2024 |
Exhibit 16.1 |
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| April 12, 2024 |
Exhibit 10.10 THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER THE ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED. Blockchain Ex |
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| April 12, 2024 |
Exhibit 10.8 BLOCKCHAIN EXCHANGE NETWORK, INC. 2021 EQUITY INCENTIVE PLAN (RELATING TO CLASS B COMMON STOCK) ADOPTED BY THE BOARD OF DIRECTORS: May 1, 2021 APPROVED BY THE STOCKHOLDERS: May 8, 2021 TERMINATION DATE: May 1, 2025 1. GENERAL. (a) Eligible Stock Award Recipients. Employees, Directors and Consultants are eligible to receive Stock Awards. (b) Available Stock Awards. The Plan provides fo |
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| April 12, 2024 |
Exhibit 10.9 BLOCKCHAIN EXCHANGE NETWORK, INC. 2021 EQUITY INCENTIVE PLAN FORM OF OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION RELATING TO CLASS B COMMON STOCK) Pursuant to your Stock Option Grant Notice (“Stock Option Grant Notice”) and this Option Agreement (this “Option Agreement”), Blockchain Exchange Network, Inc. (the “Company”) has granted you an option under its 20 |
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| April 12, 2024 |
Exhibit 10.18 No. FORM OF RESELLER WARRANT THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE RESELLER AGREEMENT DESCRIBED BELOW BRAND ENGAGEMENT NETWORK INC. Incorporated Under the Laws of the State of Delaware Warrant Certificate This Warrant Certificate certifies that AFG Companies, Inc., a Texas corporation (“AFG”), or its registered |
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| April 1, 2024 |
Exhibit 97.1 Brand Engagement Network Inc. Compensation Recovery Policy (As adopted March 14, 2024) This Compensation Recovery Policy (this “Policy”) of Brand Engagement Network Inc. (the “Company”) is hereby adopted as of March 14, 2024 (the “Effective Date”) by the Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) in compliance with Section 10D of th |
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| April 1, 2024 |
Exhibit 14.1 BRAND ENGAGEMENT NETWORK INC. CODE OF BUSINESS CONDUCT AND ETHICS A. GENERAL This Code of Business Conduct and Ethics (the “Code”) applies to all directors, officer and employees of Brand Engagement Network Inc. (the “Company”). Such covered individuals are referred to herein collectively as the “Covered Parties.” This Code is subject to repeal and amendment at any time by the board o |
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| April 1, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to BRAND ENGAGEMENT NETWORK I |
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| March 28, 2024 |
Exhibit 16.1 |
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| March 28, 2024 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| March 20, 2024 |
Exhibit 10.8 FORM INCENTIVE STOCK OPTION AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC. 2023 LONG-TERM INCENTIVE PLAN 1. Grant of Option. Pursuant to the Brand Engagement Network, Inc. 2023 Long-Term Incentive Plan (the “Plan”) for Employees, Contractors, and Outside Directors of Brand Engagement Network, Inc., a Delaware corporation (f/k/a DHC Acquisition Corp., a Cayman Islands exempted comp |
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| March 20, 2024 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF BRAND ENGAGEMENT NETWORK INC. I. The name of this corporation is Brand Engagement Network Inc. (the “Corporation”). II. The address of the registered office of the Corporation in the State of Delaware is 1209 Orange Street, Corporation Trust Center, Wilmington, County of New Castle, DE 19801. The name of its registered agent at such address is The Corpor |
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| March 20, 2024 |
Exhibit 10.11 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer”), and Paul Chang (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Executive as its Globa |
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| March 20, 2024 |
Blockchain Exchange Network, Inc. 2021 Incentive Stock Option Plan. Exhibit 10.9 BLOCKCHAIN EXCHANGE NETWORK, INC. STOCK OPTION GRANT NOTICE 2021 INCENTIVE STOCK OPTION PLAN (RELATING TO CLASS B COMMON STOCK) BLOCKCHAIN EXCHANGE NETWORK, INC.1 (THE “COMPANY”), PURSUANT TO ITS 2021 INCENTIVE STOCK OPTION PLAN (THE “PLAN”), HEREBY GRANTS TO OPTIONHOLDER AN OPTION TO PURCHASE THE NUMBER OF SHARES OF THE COMPANY’S CLASS B COMMON STOCK SET FORTH BELOW. THIS OPTION IS S |
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| March 20, 2024 |
Exhibit 10.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 14, 2024, is made and entered into by and among Brand Engagement Network Inc., a Delaware corporation (the “Company”) (f/k/a DHC Acquisition Corp., a Cayman Islands exempted company limited by shares prior to its domestication as a Delaware c |
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| March 20, 2024 |
Exhibit 10.13 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer”), and Tyler Luck (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Executive as its Chief |
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| March 20, 2024 |
Exhibit 10.15 EXCLUSIVE RESELLER AGREEMENT (SAAS) This EXCLUSIVE RESELLER AGREEMENT (this “Agreement”) is entered into as of August 19, 2023 (the “Effective Date”) by Brand Engagement Network Inc., a Wyoming corporation, having a place of business at 145 East Snow King Ave, Jackson, WY 83001 (“BEN”) and AFG Companies, Inc., a Texas corporation, having a place of business at 1900 Champagne Blvd., G |
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| March 20, 2024 |
Exhibit 10.12 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer’’), and Bill Williams (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Executive as its C |
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| March 20, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction On September 7, 2023, DHC Acquisition Corp, a Cayman Islands exempted company (“DHC” or the “Company”), BEN Merger Subsidiary Corp., a Delaware corporation and a direct wholly owned subsidiary of DHC (“Merger Sub”), and Brand Engagement Network Inc., a Wyoming corporation (“BEN”), and, solely with respect to Sec |
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| March 20, 2024 |
Exhibit 21.1 Brand Engagement Network Inc. List of Subsidiaries Name Jurisdiction of Organization Brand Engagement Network Inc. Wyoming Datum Point Labs, Inc. Wyoming |
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| March 20, 2024 |
Exhibit 10.16 Brand Engagement Network Inc. 145 East Snow King Ave Jackson, WY 83001 September 29, 2023 AFG Companies, Inc. 900 Champagne Blvd. Grapevine, TX 76051 RE: Subscription Agreement for Common Stock Ladies and Gentlemen: This agreement (the “Agreement”) is entered into as of September 29, 2023 by and between AFG Companies, Inc., a Texas corporation (the “Subscriber” and “you”), and Brand |
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| March 20, 2024 |
Exhibit 10.6 FORM NONQUALIFIED STOCK OPTION AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC. 2023 LONG-TERM INCENTIVE PLAN 1. Grant of Option. Pursuant to the Brand Engagement Network, Inc. 2023 Long-Term Incentive Plan (the “Plan”) for Employees, Contractors, and Outside Directors of Brand Engagement Network, Inc., a Delaware corporation (f/k/a DHC Acquisition Corp., a Cayman Islands exempted c |
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| March 20, 2024 |
Exhibit 10.10 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer”), and Michael Zacharski (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Executive as it |
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| March 20, 2024 |
Description of Registrant’s Securities. Exhibit 4.1 DESCRIPTION OF SECURITIES The following summary of certain provisions of BEN securities does not purport to be complete and is subject to the Charter, the Bylaws and the provisions of applicable law. Capital Stock Authorized Capitalization The total amount of BEN’s authorized capital stock consists of 750,000,000 shares of BEN Common Stock, par value $0.0001 per share, and 10,000,000 s |
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| March 20, 2024 |
Exhibit 10.3 Brand Engagement Network Inc. 145 East Snow King Ave Jackson, WY 83001 , 2024 RE: Subscription Agreement for Common Stock Ladies and Gentlemen: This agreement (the “Agreement”) is entered into as , by and between (the “Subscriber” and “you”), and Brand Engagement Network Inc., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accept |
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| March 20, 2024 |
Exhibit 10.5 FORM RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC. 2023 LONG-TERM INCENTIVE PLAN 1. Award of Restricted Stock Units. Pursuant to the Brand Engagement Network, Inc. 2023 Long-Term Incentive Plan (the “Plan”) for Employees, Contractors, and Outside Directors of Brand Engagement Network, Inc., a Delaware corporation (f/k/a DHC Acquisition Corp., a Cayman |
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| March 20, 2024 |
Exhibit 3.2 BYLAWS OF BRAND ENGAGEMENT NETWORK INC. (A DELAWARE CORPORATION) SECTION 1. OFFICES Section 1.1 Registered Office. The registered office of Brand Engagement Network Inc. (the “Corporation”) in the State of Delaware and the name of the Corporation’s registered agent at such address shall be as set forth in the certificate of incorporation of the Corporation (as the same may be amended a |
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| March 20, 2024 |
Exhibit 10.7 FORM RESTRICTED STOCK AWARD AGREEMENT UNDER THE BRAND ENGAGEMENT NETWORK, INC. 2023 LONG-TERM INCENTIVE PLAN 1. Award of Restricted Stock. Pursuant to the Brand Engagement Network, Inc. 2023 Long-Term Incentive Plan (the “Plan”) for Employees, Contractors, and Outside Directors of Brand Engagement Network, Inc., a Delaware corporation (f/k/a DHC Acquisition Corp., a Cayman Islands exe |
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| March 20, 2024 |
Exhibit 10.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of March [], 2024 between Brand Engagement Network Inc., a Delaware corporation (the “Company”), and the counterparty identified on the signature page hereto (“Indemnitee”). WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or in other c |
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| March 20, 2024 |
Exhibit 10.17 SUBSCRIPTION AGREEMENT September 7, 2023 Brand Engagement Network Inc. 145 E. Snow King Ave - PO Box 1045 Jackson, WY 83001 Attn: Michael Zacharski This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into as of September 7, 2023 (“Execution Date”), by and between Brand Engagement Network Inc., a Wyoming corporation (the “Company”), and the undersigned subscriber (“ |
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| March 20, 2024 |
Exhibit 10.4 BRAND ENGAGEMENT NETWORK, INC. 2023 LONG-TERM INCENTIVE PLAN The Brand Engagement Network, Inc. 2023 Long-Term Incentive Plan (the “Plan”) was adopted by the Board of Directors of Brand Engagement Network, Inc., a Delaware corporation (f/k/a DHC Acquisition Corp., a Cayman Islands exempted company) (the “Company”), effective as of March 14, 2024 (the “Effective Date”), subject to appr |
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| March 20, 2024 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Brand Engagement Network Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Brand Engagement Network Inc., (formerly Blockchain Exchange Network, Inc,) (the “Company”) as of December 31, 2023 and 2022, and the related consolidated |
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| March 20, 2024 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF BEN Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF BEN The following discussion and analysis of BEN’s financial condition and results of operations should be read in conjunction with BEN’s audited financial statements and the notes related thereto which are included elsewhere in this Current Report on Form 8-K. Unless the context otherwise require |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 BRAND ENGAGEMENT NETWORK INC. (Exact name of registrant as specified in its charter) Delaware 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| March 15, 2024 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 DHC ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporatio |
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| March 15, 2024 |
BEN Announces Closing of Business Combination, to Begin Trading on Nasdaq Under Symbol “BNAI” EX-99.1 Exhibit 99.1 BEN Announces Closing of Business Combination, to Begin Trading on Nasdaq Under Symbol “BNAI” JACKSON, WY and SOUTHLAKE, TX – March 14, 2024 – Brand Engagement Network Inc. (“BEN”), an emerging provider of personalized customer engagement AI, today reported the closing of its previously announced business combination (the “Business Combination”) with DHC Acquisition Corp. (Nas |
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| March 15, 2024 |
BEN Announces Closing of Business Combination, to Begin Trading on Nasdaq Under Symbol “BNAI” EX-99.1 Exhibit 99.1 BEN Announces Closing of Business Combination, to Begin Trading on Nasdaq Under Symbol “BNAI” JACKSON, WY and SOUTHLAKE, TX – March 14, 2024 – Brand Engagement Network Inc. (“BEN”), an emerging provider of personalized customer engagement AI, today reported the closing of its previously announced business combination (the “Business Combination”) with DHC Acquisition Corp. (Nas |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 DHC ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation or |
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| March 14, 2024 |
BEN Announces Expected Closing of Business Combination Filed by DHC Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: DHC Acquisition Corp. Commission File No.: 001-40130 BEN Announces Expected Closing of Business Combination JACKSON, WY and SOUTHLAKE, TX – March 13, 2024 – Brand Engagement Network Inc. (“BEN”), an emerging provide |
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| March 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2024 DHC ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation or |
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| March 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2024 DHC ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation or |
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| March 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2024 DHC ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation or |
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| March 8, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION EX-99.1 Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction On September 7, 2023, DHC Acquisition Corp, a Cayman Islands exempted company (“DHC” or the “Company”), BEN Merger Subsidiary Corp., a Delaware corporation and a direct wholly owned subsidiary of DHC (“Merger Sub”), and Brand Engagement Network Inc., a Wyoming corporation (“BEN”), and, solely with respec |
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| March 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2024 DHC ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation or |
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| March 7, 2024 |
DHC Acquisition Corp. Shareholders Approve Previously Announced Business Combination with BEN Filed by DHC Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: DHC Acquisition Corp. Commission File No.: 001-40130 DHC Acquisition Corp. Shareholders Approve Previously Announced Business Combination with BEN JACKSON, WY and SOUTHLAKE, TX – March 7, 2024 – Brand Engagement Net |
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| March 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2024 DHC ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation or |
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| March 4, 2024 |
Exhibit 99.1 Investor Presentation MARCH 2024 © 2024 Brand Engagement Network, Inc. Used with permission. Disclaimers Basis of Presentation This Presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Brand Engagement Network, Inc. (“BEN” |
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| March 4, 2024 |
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: March 1, 2024 DHC ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Iden |
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| March 4, 2024 |
425 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: March 1, 2024 DHC ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer |
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| February 20, 2024 |
Filed pursuant to 424(b)(3) Registration No. 333-275058 PROXY STATEMENT/PROSPECTUS SUPPLEMENT NO. 1 (to Proxy Statement/Prospectus dated February 14, 2024) DHC ACQUISITION CORP PROSPECTUS FOR UP TO 39,772,477 SHARES OF COMMON STOCK (INCLUDING SHARES OF COMMON STOCK UNDERLYING WARRANTS) AND 10,315,024 WARRANTS TO PURCHASE SHARES OF COMMON STOCK OF DHC ACQUISITION CORP (AFTER ITS DOMESTICATION AS A |
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| February 15, 2024 |
Filed by DHC Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: DHC Acquisition Corp. Commission File No.: 001-40130 BEN and DHC Acquisition Corp. Announce Effectiveness of Registration Statement and March 5, 2024 Extraordinary General Meeting to Approve Business Combination JAC |
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| February 15, 2024 |
Filed by DHC Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: DHC Acquisition Corp. Commission File No.: 001-40130 BEN Will Add Former FTC Chairman, Jon Lieibowitz, as Independent Board Member in Connection with the Close of its Business Combination Consumer Protection Policy |
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| February 14, 2024 |
DHCA / DHC Acquisition Corp. / FIR TREE CAPITAL MANAGEMENT LP Passive Investment SC 13G 1 firtree-dhca123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* DHC Acquisition Corp. (Name of Issuer) Class A ordinary shares included as part of the units (Title of Class of Securities) G2758T109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Ch |
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| February 14, 2024 |
PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-275058 PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT Dear DHC Acquisition Corp Shareholders: You are cordially invited to attend the extraordinary general meeting (the “Meeting”) of DHC Acquisition Corp, a Cayman Islands exempted company (“DHC” or the “Company” and after the Domestication, as described below, “Brand Engagement N |
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| February 14, 2024 |
DHCA / DHC Acquisition Corp. / Radcliffe Capital Management, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1) DHC Acquisition Corp. (Name of Issuer) Class A ordinary shares, $0.0001 par value (Title of Class of Securities) G2758T109 (CUSIP Number) De |
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| February 13, 2024 |
DHC ACQUISITION CORP 1900 West Kirkwood Blvd. Suite 1400B Southlake, TX 76092 February 13, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Austin Pattan RE: DHC Acquisition Corp Registration Statement on Form S-4 (File No. 333-275058) Acceleration Request Requested Date: February 14, 2024 Requested Ti |
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| February 12, 2024 |
EX-10.3 Exhibit 10.3 Brand Engagement Network Inc. 145 East Snow King Ave Jackson, WY 83001 October 16, 2023 Genuine Lifetime LLC 125 S. King St. #2A Jackson, WY 83001 RE: Subscription Agreement for Common Stock Ladies and Gentlemen: This agreement (the “Agreement”) is entered into as of September 29, 2023 by and between Genuine Lifetime LLC, a Wyoming limited liability company (the “Subscriber” a |
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| February 12, 2024 |
Consent of Janine Grasso to be named as a director. EX-99.6 Exhibit 99.6 February 4, 2024 DHC Acquisition Corp 1900 West Kirkwood Blvd, Suite 1400B Southlake, TX 76092 Consent to Reference in Proxy Statement/Prospectus DHC Acquisition Corp (including any successor thereto, the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In |
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| February 12, 2024 |
Consent of Houlihan Capital, LLC. EX-99.8 Exhibit 99.8 CONSENT OF HOULIHAN CAPITAL, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of DHC Acquisition Corp. (“DHC”) as an exhibit to the Registration Statement on Form S-4 as filed by DHC with the Securities and Exchange Commission, and to the references to our firm and such opinion in such Registration Statement. In giving such consent, we do |
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| February 12, 2024 |
DHCA / DHC Acquisition Corp. / ARISTEIA CAPITAL LLC Passive Investment SC 13G/A 1 formdhcacquisitionsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 2) DHC Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2758T109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Fili |
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| February 12, 2024 |
Table of Contents As filed with the United States Securities and Exchange Commission on February 12, 2024 Registration No. |
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| February 12, 2024 |
Employment Agreement by and between Brand Engagement Network Inc. and Bill William. EX-10.15 Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer’’), and Bill Williams (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Executive |
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| February 12, 2024 |
EX-99.7 Exhibit 99.7 YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet - QUICK « « « EASY IMMEDIATE - 24 Hours a Day, 7 Days a Week or by Mail DHC ACQUISITION CORP PLEASE DO NOT RETURN THE PROXY CARD IF YOU ARE VOTING ELECTRONICALLY. Your Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submit |
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| February 12, 2024 |
EX-21.1 Exhibit 21.1 Subsidiaries of Brand Engagement Network, Inc. Name of Company Jurisdiction of Organization Datum Point Labs, Inc. Wyoming |
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| February 12, 2024 |
Employment Agreement by and between Brand Engagement Network Inc. and Tyler J. Luck. EX-10.16 Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer”), and Tyler Luck (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Executive as |
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| February 12, 2024 |
Employment Agreement by and between Brand Engagement Network Inc. and Paul Chang. EX-10.14 Exhibit 10.14 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer”), and Paul Chang (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Executive as |
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| February 12, 2024 |
Employment Agreement by and between Brand Engagement Network Inc. and Michael Zacharski. EX-10.13 Exhibit 10.13 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Brand Engagement Network, Inc. (“Employer”), and Michael Zacharski (“Executive”), in consideration of the mutual covenants and agreements hereinafter set forth. Employer and Executive are sometimes collectively referred to herein as the “Parties.” WHEREAS, Employer wishes to employ Execut |
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| February 9, 2024 |
Cooley LLP 55 Hudson Yards New York, NY 10001-2157 t: +1 212 479 6000 f: +1 212 479 6275 cooley.com Peter M. Byrne T: +1 212 479 6778 [email protected] February 9, 2024 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Ryan Rohn Re: DHC Acquisition Corp. Amendment No. 3 to Registration Statement on Form S-4 Filed February 5, 2024 File No. 333-275058 Ladies and Gentlemen: On behalf of DHC Acquisition Corp. (“DHC” or the “Company”), the following |
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| February 5, 2024 |
Cooley LLP 55 Hudson Yards New York, NY 10001-2157 t: +1 212 479 6000 f: +1 212 479 6275 cooley.com Peter M. Byrne T: +1 212 479 6778 [email protected] February 5, 2024 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Ryan Rohn Re: DHC Acquisition Corp. Amendment No. 2 to Registration Statement on Form S-4 Filed January 12, 2024 File No. 333-275058 Ladies and Gentlemen: On behalf of DHC Acquisition Corp. (“DHC” or the “Company”), the fol |
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| February 5, 2024 |
Consent of Jon Leibowitz to be named as a director. Exhibit 99.5 February 3, 2024 DHC Acquisition Corp 1900 West Kirkwood Blvd, Suite 1400B Southlake, TX 76092 Consent to Reference in Proxy Statement/Prospectus DHC Acquisition Corp (including any successor thereto, the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connecti |
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| February 5, 2024 |
Consent of Houlihan Capital, LLC. Exhibit 99.9 CONSENT OF HOULIHAN CAPITAL, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of DHC Acquisition Corp. (“DHC”) as an exhibit to the Registration Statement on Form S-4 as filed by DHC with the Securities and Exchange Commission, and to the references to our firm and such opinion in such Registration Statement. In giving such consent, we do not admi |
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| February 5, 2024 |
Table of Contents As filed with the United States Securities and Exchange Commission on February 5 , 2024 Registration No. |
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| January 29, 2024 |
Filed by DHC Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: DHC Acquisition Corp. Commission File No.: 001-40130 BEN Launches New AI Assistants for Automotive Industry, Goes to Market as BENAuto for NADA Debut New Use Cases Available for NADA Optimize Customer Services, Repo |
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| January 23, 2024 |
Filed by DHC Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: DHC Acquisition Corp. Commission File No.: 001-40130 Date: January 23, 2024 Full Transcript of SPACInsider Podcast with Michael Zacharski, CEO of BEN, and Chris Gartner, co-CEO and CFO of DHC Acquisition Corp. (made |
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| January 18, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2024 DHC ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands 001-40130 98-1574798 (State or other jurisdiction of incorporation |
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| January 12, 2024 |
Table of Contents As filed with the United States Securities and Exchange Commission on January 1 2 , 2024 Registration No. |
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| January 12, 2024 |
Cooley LLP 55 Hudson Yards New York, NY 10001-2157 t: +1 212 479 6000 f: +1 212 479 6275 cooley.com Peter M. Byrne T: +1 212 479 6778 [email protected] January 12, 2024 United States Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, NE Washington, D.C. 20549 Attention: Ryan Rohn Re: DHC Acquisition Corp. Amendment No. 1 to Registration Statement on Form S-4 Filed December 12, 2023 File No. 333-275058 Ladies and Gentlemen: On behalf of DHC Acquisi |
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| January 12, 2024 |
Consent of Houlihan Capital, LLC. Exhibit 99.9 CONSENT OF HOULIHAN CAPITAL, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of DHC Acquisition Corp. (“DHC”) as an exhibit to the Registration Statement on Form S-4 as filed by DHC with the Securities and Exchange Commission, and to the references to our firm and such opinion in such Registration Statement. In giving such consent, we do not admi |
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| December 12, 2023 |
Consent of Houlihan Capital, LLC. Exhibit 99.9 CONSENT OF HOULIHAN CAPITAL, LLC We hereby consent to the inclusion of our opinion letter to the Board of Directors of DHC Acquisition Corp. (“DHC”) as an exhibit to the Registration Statement on Form S-4 as filed by DHC with the Securities and Exchange Commission, and to the references to our firm and such opinion in such Registration Statement. In giving such consent, we do not admi |
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| December 12, 2023 |
Table of Contents As filed with the United States Securities and Exchange Commission on December 1 2 , 2023 Registration No. |
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| December 12, 2023 |
Cooley LLP 55 Hudson Yards New York, NY 10001-2157 t: +1 212 479 6000 f: +1 212 479 6275 cooley.com Peter Byrne T: +1 212 479 6778 [email protected] December 12, 2023 United States Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, NE Washington, D.C. 20549 Attention: Ryan Rohn Re: DHC Acquisition Corp. Registration Statement on Form S-4 Filed October 17, 2023 File No. 333-275058 Ladies and Gentlemen: On behalf of DHC Acquisition Corp. (“DHC” or t |
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| December 7, 2023 |
Form of Non-Redemption Agreement. Exhibit 10.1 NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of , 2023 by and among DHC Acquisition Corp, a Cayman Islands exempted company (“DHC”), DHC Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned investor (“Investor”). RECITALS WHEREAS, the Spo |
