SEC Comment Letter 0000000000-25-010119 to Caring Brands, Inc. (CABR)
Caring Brands, Inc.
Date: Sept. 17, 2025 · CIK: 0002020737 · Accession: 0000000000-25-010119
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File numbers found in text: 333-289767
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September 17, 2025
Glynn Wilson
Chief Executive Officer
Caring Brands, Inc.
130 S Indian River Drive
Suite 202 pbm# 1232
Fort Pierce, FL 34950
Re:Caring Brands, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed September 8, 2025
File No. 333-289767
Dear Glynn Wilson:
We have reviewed your amended registration statement and have the following
comment.
Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies 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 registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our September 3, 2025 letter.
Amendment No. 1 to Form S-1 filed September 8, 2025
General
We note your deletion of references throughout the registration statement to the
distribution of common stock that will be distributed to the shareholders of Safety
Shot following the effectiveness of this registration statement pursuant to the
Separation and Exchange Agreement. However, we note that Article III of the
Separation and Exchange Agreement filed as Exhibit 10.6 provides that the
Distribution shall be effected as promptly as possible following the effectiveness of
this registration statement. Please restore the references to the distribution pursuant to
the Separation and Exchange Agreement or advise why this disclosure is no longer
applicable to your company. Please also clarify whether the resale of 500,000 shares 1.
September 17, 2025
Page 2
of common stock held by a certain shareholder relates to the shares of common stock
to be distributed pursuant to the Separation and Exchange Agreement and identify
such selling shareholder, where applicable, or explain to us why the name of such
selling shareholder cannot be disclosed.
Please contact Tracey Houser at 202-551-3736 or Terence O'Brien at 202-551-3355 if
you have questions regarding comments on the financial statements and related
matters. Please contact Robert Augustin at 202-551-8483 or Jane Park at 202-551-7439 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc:Arthur Marcus