As filed with the Securities and Exchange Commission on October 3, 2025.
Registration Statement No. 333-288525
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
to
AMENDMENT NO. 3
to
FORM
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
(Exact name of registrant as specified in its charter)
| 2834 | ||||
| 
     (State or Other Jurisdiction of Incorporation or Organization)  | 
    
     (Primary Standard Industrial Classification Code Number)  | 
    
     (I.R.S. Employer Identification Number)  | 
(
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Chief Executive Officer
c/o BioVie Inc.
(
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
| 
     Stephen E. Older, Esq. Carly E. Ginley, Esq. McGuireWoods LLP 1251 Avenue of the Americas 20th Floor New York, NY 10020 (212) 548-2100  | 
Approximate date of commencement of proposed sale to the public: From time to time after this registration statement becomes effective.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: ☒
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☐ | 
| ☒ | Smaller reporting company | ||
| Emerging growth company | 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
This Post-Effective Amendment No. 1 shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462(d) under the Securities Act of 1933, as amended.
EXPLANATORY NOTE
Part II
Information not required in prospectus
Item 16. Exhibits
A list of the exhibits filed with this registration statement on Form S-1 is set forth on the Exhibit Index and is incorporated herein by reference.
| Incorporated by Reference | ||||||||||||
| Exhibit  No.  | 
    Description | Form | File No. | Date Filed | Exhibit No. | Filed Herewith | ||||||
| 23.1 | Consent of EisnerAmper LLP | X | ||||||||||
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SIGNATURES
Pursuant to the requirements of the Securities Act, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Carson City, State of Nevada, on October 3, 2025.
| BIOVIE INC. | ||
| By: | /s/ Cuong Do | |
| Cuong Do | ||
| President and Chief Executive Officer | ||
| (Principal Executive Officer) | ||
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ Cuong Do | President and Chief Executive Officer, Director | October 3, 2025 | ||
| Cuong Do | (Principal Executive Officer) | |||
| * | Chief Financial Officer | October 3, 2025 | ||
| Joanne Wendy Kim | (Principal Financial Officer and Principal Accounting Officer) | |||
| * | Chairman of the Board of Directors | October 3, 2025 | ||
| Jim Lang | ||||
| * | Director | October 3, 2025 | ||
| Sigmund Rogich | ||||
| * | Director | October 3, 2025 | ||
| Michael Sherman | 
| * | By: | /s/ Cuong Do | |
| Cuong Do Attorney-In-Fact  | 
    
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