SEC Comment Letter 0000000000-23-005541 to Fisher Wallace Laboratories, Inc. (CIK 0001787792)
Fisher Wallace Laboratories, Inc. (CIK 0001787792)
Date: May 24, 2023 · CIK: 0001787792 · Accession: 0000000000-23-005541
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File numbers found in text: 024-12134
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United States securities and exchange commission logo
May 24, 2023
Kelly Roman
Chief Executive Officer
Fisher Wallace Laboratories, Inc.
630 Flushing Avenue, Box 84
Brooklyn, NY11206
Re:Fisher Wallace Laboratories, Inc.
Post-Qualification Amendment No. 2 on Form 1-A
Filed May 5, 2023
File No. 024-12134
Dear Kelly Roman:
We have reviewed your amendment and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response. After reviewing any amendment to your offering statement and the information you
provide in response to these comments, we may have additional comments.
Post-Qualification Amendment No. 2 to Form 1-A
Cover Page
1.We note the revised disclosure in response to comment 1. Please revise to clarify how
you determined the price per share.
General
2.We note your response to comment 5. Please clarify how you determined the number of
bonus shares to register in the offering.
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
FirstName LastNameKelly Roman
Comapany NameFisher Wallace Laboratories, Inc.
May 24, 2023 Page 2
FirstName LastName
Kelly Roman
Fisher Wallace Laboratories, Inc.
May 24, 2023
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Abby Adams at (202) 551-6902 or Lauren Nguyen at (202) 551-3642 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Jeffrey S. Marks