Correspondence 0001213900-25-012958 from Brag House Holdings, Inc. (TBH)
Brag House Holdings, Inc.
Date: Feb. 12, 2025 · CIK: 0001903595 · Accession: 0001213900-25-012958
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File numbers found in text: 333-280282
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CORRESP
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KINGSWOOD CAPITAL PARTNERS, LLC
February 12, 2025
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re:
Brag House Holdings, Inc.
Registration Statement on Form S-1, File No. 333-280282
Ladies and Gentlemen:
Pursuant to Rule 461 of the
General Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”), Kingswood Capital
Partners, LLC, as representative of the underwriters of the offering, hereby joins the request of the Company that the effective date
of the above-captioned Registration Statement be accelerated so as to permit it to become effective on Friday, February 14, 2025 at 4:30
p.m., ET, or as soon thereafter as practicable.
Pursuant to Rule 460 of the
General Rules and Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several
underwriters, wish to advise you that we distributed to each underwriter or dealer, who is reasonably anticipated to be invited to participate
in the distribution of the security, as many copies, as well as “E-red” copies of the Preliminary Prospectus dated February
11, 2025, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.
We have complied and will continue
to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
Very truly yours,
Kingswood Capital Partners, LLC
By:
/s/ John Reed
Name:
John Reed
Title:
Head of Capital Markets