UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K/A

 (Amendment No. 1)

 (Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the Fiscal Year Ended December 31,
 2024

 Or

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 Commission file number: 001-41031

 Bluejay Diagnostics, Inc.

 (Exact Name of Registrant as Specified in
Its Charter)

 Delaware

 47-3552922

 (State or Other Jurisdiction of

 Incorporation or Organization)

 (I.R.S. Employer

 Identification No.)

 360 Massachusetts Avenue, Suite 203, Acton, MA

 01720

 (Address of Principal Executive Offices)

 (Zip Code)

 (844) 327-7078

 (Registrant's Telephone Number, Including
Area Code)

 Securities registered pursuant to Section 12(b)
of the Act:

 Title of each class

 Trading Symbol(s)

 Name of each exchange on which registered

 Common Stock, par value $0.001 per share

 BJDX

 The Nasdaq Stock Market LLC

 Securities registered pursuant to section 12(g)
of the Act: None

 Indicate by check mark if the registrant is a
well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes
 No

 Indicate by check mark if the registrant is not
required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No

(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes No

has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§
232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such
files). Yes No

is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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
 Non-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 13(a) of the Exchange Act.

 If securities are registered pursuant to Section
12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction
of an error to previously issued financial statements.

 Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's
executive officers during the relevant recovery period pursuant to §240.10D-1(b).

has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or
issued its audit report. Yes No

is a shell company (as defined in Rule 12b-2 of the Act). Yes No

 The aggregate market value of the registrant's
voting stock held by non-affiliates as of June 30, 2024, was approximately $ 1,700,000 based on the closing price of the common stock of
the registrant as reported on the Nasdaq Capital Market on such date. Shares of common stock held by each executive officer and director
and by each other person who may be deemed to be an affiliate of the registrant have been excluded from this computation. The determination
of affiliate status for this purpose is not necessarily a conclusive determination for other purposes. As of April 28, 2025, there were
 1,494,167 shares of the registrant's common stock, par value $0.0001 per share, outstanding.

 Page

 ITEM 9B.

 OTHER
 INFORMATION

 ITEM 10.

 DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 ITEM 11.

 EXECUTIVE COMPENSATION

 ITEM 12.

 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 ITEM 13.

 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 ITEM 14.

 PRINCIPAL ACCOUNTANT FEES AND SERVICES

 ITEM 15.

 EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

 ITEM 16.

 FORM 10-K SUMMARY

 i

 EXPLANATORY NOTE

 This Amendment No. 1 (this "Amendment")
amends Bluejay Diagnostics, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and
Exchange Commission (the "Commission") on March 31, 2025 (the "Original Form 10-K"). The purpose of this Amendment
is to amend Part III, Items 10 through 14 of the Original Form 10-K to include information previously omitted from the Original Form 10-K
in reliance on General Instruction G to Form 10-K, which provides that registrants may incorporate by reference certain information from
a definitive proxy statement filed with the Commission within 120 days of the fiscal year end, which involves the election of directors.
The Company's definitive proxy statement will not be filed on or before April 30, 2025 (i.e., within 120 days after end of the Company's
2024 fiscal year) pursuant to Regulation 14A. The reference on the cover of the Original Form 10-K to the incorporation by reference of
the registrant's definitive proxy statement into Part III of the Annual Report is hereby deleted. The Company has also included
in this Amendment an amendment pursuant to Part II, Item 9B to disclose recent developments regarding the composition of the Company's
Board of Directors (the "Board").

 In addition, as required by Rule 12b-15 under
the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), new certifications by our principal executive and
financial officer are filed as exhibits to this Amendment under Item 15 of Part IV hereof.

 For purposes of this Amendment, and in accordance
with Rule 12b-15 under the Exchange Act, Items 10 through 14 of the Original Form 10-K have been amended and restated in their entirety.
Except as stated herein, this Amendment does not reflect events occurring after the filing of the Original Form 10-K and no attempt has
been made in this Amendment to modify or update other disclosures as presented in the Original Form 10-K.

 ITEM 9B. OTHER INFORMATION

 Composition of Board of Directors

 On April 28, 2025, Gary Gemignani informed the Board that he does not
desire to stand for re-election at the Company's 2025 annual meeting of stockholders, which is currently expected to occur in June
2025 (the "2025 Annual Meeting"). On April 28, 2025, the Nominating and Corporate Governance Committee of the Board recommended
to the Board that the Board re-nominate each of the Company's other five incumbent directors (Donald R. Chase, Indranil (Neil) Dey,
Svetlana Dey, Douglas C. Wurth and Fred S. Zeidman) to stand for re-election at the 2025 Annual Meeting, and that the size of the Board
be reduced from six to five seats effective as of the 2025 Annual Meeting.

 Rule 10b5-1 Trading Arrangements

 During the three months ended December 31, 2024, no director or officer
of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading
arrangement," as each term is defined in Item 408(a) of Regulation S-K.

 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 INFORMATION ABOUT DIRECTORS AND EXECUTIVE OFFICERS

 Directors and Executive Officers

 The following table sets forth the names and ages
of all of our current directors and executive officers. Our officers are appointed by, and serve at the pleasure of, the Board.

 Name

 Age

 Position

 Indranil (Neil) Dey

 President, Chief Executive Officer and Director

 Dr. Jason Cook

 Chief Technology Officer

 Douglas C. Wurth

 Svetlana Dey

 Donald R. Chase

 Fred S. Zeidman

 Gary Gemignani

 Neil Dey, President, Chief Executive Officer
and Director

 Mr. Dey co-founded Bluejay Diagnostics in
2015 and has served as our President, Chief Executive officer (our principal executive officer) and as a Director since then. Effective
as of March 29, 2024, he also became our principal financial and accounting officer. In 2008, Mr. Dey co-founded Lana Management
and Business Research International, LLC ("LMBRI"), and served as Chief Operating Officer of LMBRI from 2008 through 2015.
LMBRI is a management consulting company focused on product launch and marketing in the medical field in the U.S., Japan and the EU. In
addition to continuing to serve as a manager of LMBRI, he also serves as a director and officer of Laminar Pharma, Inc., the U.S. subsidiary
of Spain-based Laminar Pharma, a company focused on developing cancer therapy based on membrane lipid therapy. During his tenure as Chief
Operating Officer of LMBRI, he spent approximately eight years consulting with Toray Industries, Hitachi Chemicals (now Showa Denko Materials
Co. Ltd.), Fujifilm (Fuji Chemicals), Merck & Co., SRI International, among others. From 2005 to 2007, Mr. Dey served as Vice
President of Business Development and Market for Definines, AG. From 2001 to 2005, Mr. Dey served as Head of Business Development,
Western U.S. for IMPATH, Inc., where he was responsible for three business units and the introduction of Her2neu diagnostics for breast
cancer treatment with Herceptin. Earlier positions include Chief Business Officer for Genmethrax, Inc.; Manager, Technology Licensing,
Thomas Jefferson Medical University; and Manager, Technology Licensing, Ciba Geigy (Novartis). Mr. Dey earned both Bachelor of Science
and Master of Science degrees in Biochemistry from Visva-Bharati University in India and a Ph. D. in Lipid Membrane Biochemistry from Biological
Research Center in Hungary. He also earned a Master's degree in Business Administration (Fulbright Scholarship) from the University
of Cambridge. We believe Mr. Dey's history with our company, coupled with his extensive business development experience in
the medical device industry, provides him with the qualifications to serve as a director.

 Dr. Jason Cook, Chief Technology Officer

 Dr. Cook joined us in 2021. From 2014 to 2021,
Dr. Cook served as the Chief Executive Officer of NanoHybrids, Inc., a nanotechnology company specializing in the development and manufacture
of theranostic nanoparticle platform technologies. He was also a Director and served as Chairman of its Board from 2020 to 2021, and from
2014 to 2017, he served as Senior Scientist developing many of the core technologies of the company. Dr. Cook earned a Ph. D. in Biomedical
Engineering from the University of Texas at Austin, focusing on medical diagnostic system design and development. His postdoctoral work
focused on the improvement of bioconjugation strategies of nanoparticles for molecular targeting. Dr. Cook also serves as an ad-hoc reviewer
for numerous panels at the National Institute of Health and peer reviewed scientific journals.

 Douglas C. Wurth, Director and Chairman of
the Board

 Mr. Wurth has served as Chairman of the Board
of Bluejay Diagnostics since 2017. Since 2016, Mr. Wurth has been a private investor. Mr. Wurth has served as Chief Executive
Officer and a Director of Good Works II Acquisition Corp. since February 2021, and as Co- Chairman of Good Works Acquisition Corp. since
October 2020. Mr. Wurth led major businesses within J.P. Morgan Asset Management during his nearly 20 years at J.P Morgan from 1997
to 2016. Mr. Wurth was the Chief Executive Officer of Alternative Investments in Asset Management, and Chief Executive Officer of
J.P. Morgan's International Private Bank, where he led the expansion of the franchise in Asia, Latin America and Europe while based
in New York, Hong Kong, and London. Since leaving J.P. Morgan, Mr. Wurth has invested in and helped lead several private companies,
including Standard Power and Vestrata, both of which he is Chairman of the Board of, and he is a board member of Triax Technologies. Before
joining J.P. Morgan, Mr. Wurth practiced law at the New York firm Skadden, Arps, Slate, Meagher & Flom from 1992 to 1995, and
served as General Counsel to former U.S. Senator Robert Dole's 1996 presidential campaign. Mr. Wurth earned a Bachelor of Arts
degree from the University of Notre Dame and a J.D. from the University of Virginia School of Law. We believe that Mr. Wurth is professionally
qualified to serve on our Board due to his overall leadership experience, his experience in the private equity and alternative investments
industry and his legal expertise.

 Donald R. Chase, Director

 Mr. Chase has served on our Board since 2017.
Mr. Chase has been a member of the Board of Directors of Millyard Bank since 2020. Mr. Chase was a member of the Board of Directors
of Merchants Bank and Merchants Bancshares, Inc., in South Burlington. VT, from 2015 through 2017. Mr. Chase was Chairman of the
Board of NUVO Bank and Trust Company of Springfield, Massachusetts since its inception in 2008 through 2015. Mr. Chase served as
President and Chief Executive Officer, Vice Chairman, and a Director of Westbank Corporation and its wholly-owned subsidiary, Westbank
from 1988 to 2007. Mr. Chase is active in a number of commercial real estate, farming and ranching activities and serves in a number
of civic roles. He is former Chairman of the Board of Trustees for the Eastern States Exposition in West Springfield, MA. Mr. Chase
is also a commissioner of the Board of Public Safety for the City of West Springfield, MA and is a former member of the Massachusetts
Board of Agriculture. Mr. Chase is a veteran of the United States Army during which he served in combat in Vietnam from 1967 through
1969. Mr. Chase graduated with honors from Western New England University with a Bachelor of Science degree in Accounting. We believe
that Mr. Chase is professionally qualified to serve on our Board due to his executive experience and his financial expertise.

 Fred S. Zeidman, Director

 Mr. Zeidman has served on our Board since
May 2021. Mr. Zeidman is Chairman of WoodRock & Co., an investment banking service business and serves as Chairman and CEO of
Good Works Acquisition Corp. and Chairman of Good Works II Acquisition Corp, both publicly held SPACs, and Mr. Zeidman served as
Chairman of Gordian Group LLC, a U.S. investment bank specializing in board level advice in complex, distressed or "story"
financial matters. Mr. Zeidman, Chairman Emeritus of the United States Holocaust Memorial Council was appointed by President George
W. Bush in March 2002 and served in that position from 2002-2010. A prominent Houston-based business and civic leader, Mr. Zeidman
also is Chairman Emeritus of the University of Texas Health Science System Houston. He was National Chairman of the Development Corp of
Israel Campaign (Israel Bonds) and served on the Board of the National World War II Museum. Mr. Zeidman was the former CEO, President
and Chairman of Seitel, Inc., a Houston-based onshore seismic data provider where he was instrumental in the successful turnaround of
the Company. He served as lead Director of Straight Path Communications, Inc. until its sale to Verizon in 2018. He was also Director
of REMA, a division of NRG Corp. and he further serves on the board of Prosperity Bank and was formerly Restructuring Officer of TransMeridian
Exploration Inc. and Chief Bankruptcy Trustee of AremisSoft Corp. He held the post of Chairman of the Board and CEO of Unibar Corporation,
the largest domestic independent drilling fluids company, until its sale to Anchor Drilling Fluids in 1992. Mr. Zeidman holds a Bachelor's
degree from Washington University in St. Louis and a Master's in Business Administration from New York University. We believe that
Mr. Zeidman is professionally qualified to serve on our Board due to his extensive leadership and corporate finance experience, as
well has his relationships in the investing and investment banking businesses.

 Svetlana Dey, Director

 Ms. Svetlana Dey has been member of Bluejay's
Board since 2015. Ms. Dey co-founded Bluejay Diagnostics in 2015. She also co-founded LMBRI in 2008, a management consulting company
focused on product launch and marketing in the medical field in the U.S., Japan and India. Ms. Dey has served as LMBRI's President
and CEO since 2008. In addition, she serves as a director of Laminar Pharma, Inc., the U.S. subsidiary of Spain-based Laminar Pharma,
a company focused on developing cancer therapy based on membrane lipid therapy. Prior to LMBRI, Ms. Dey spent more than 15 years
in healthcare consulting businesses. In these roles, she has been involved in management and operations of healthcare and life sciences
products development, sales and marketing operations and general management. Ms. Dey earned a Master's Degree in Mathematics
from the State University of Mari El Republic, Russia. We believe Ms. Dey's history with our company, coupled with her extensive
experience in the healthcare industry, provides her with the qualifications to serve as a Director.

 Gary Gemignani, Director

 Mr. Gemignani joined Bluejay's Board
in November 2021. Mr. Gemignani previously served as EVP, Chief Financial Officer of Solta Medical, a division of Bausch Health.
Prior to Solta Medical, Mr. Gemignani served as EVP and CFO of Acacia Pharma Group plc from 2020 to 2022. Prior to Acacia Pharma
he served as CFO of Synergy Pharmaceuticals Inc. from 2017 to 2019 where he successfully led the sale of this Nasdaq-listed company's
assets to Bausch Health. Previously, Mr. Gemignani served as CEO and CFO of Biodel Inc., overseeing business and strategic planning,
operations and financing activities of the company. Prior to this, Mr. Gemignani served in senior and executive financial and operational
roles with multiple public and private companies including Prudential Financial, Gentium, Novartis and Wyeth. Mr. Gemignani started
his career at Arthur Andersen & Co. We believe that Mr. Gemignani is professionally qualified to serve on our Board due to his
extensive accounting and financial experience, as well as his public company expertise.

 Family Relationships

 Ms. Svetlana Dey is married to Mr. Neil
Dey. There are no other directors that are related to any other director or executive officer of our company or our subsidiaries, and
there are no arrangements or understandings between a director and any other person pursuant to which such person was elected as director.

 GOVERNANCE OF THE COMPANY

 Our Board of Directors

 Our Board oversees the business affairs of Bluejay
and monitors the performance of management. Members of the Board discussed various business matters informally on numerous occasions throughout
the year in 2024. The Board held 11 meetings during 2024, and took action 3 times by unanimous written consent during the year. We believe
that such interaction between fellow Board members and with management provided proper oversight of the Company. Each incumbent director
attended at least 75% of the total number of meetings of the Board and committee meetings of which such director was a member (held during
the period for which such director was in office).

 Director Independence

 The rules of the Nasdaq Stock Market, or the Nasdaq
Rules, require a majority of a listed company's board of directors to be composed of independent directors. In addition, the Nasdaq
Rules require that, subject to specified exceptions, each member of a listed company's audit, compensation and nominating and governance
committees be independent. Under the Nasdaq Rules, a director will only qualify as an independent director if, in the opinion of our Board,
that person does not have a relationship that would interfere with the exercise of independent judgment in carrying out the responsibilities
of a director. The Nasdaq Rules also require that Audit Committee members satisfy independence criteria set forth in Rule 10A-3 under
the Securities Exchange Act of 1934, as amended, or the Exchange Act. In order to be considered independent for purposes of Rule 10A-3,
a member of an Audit Committee of a listed company may not, other than in his or her capacity as a member of the Audit Committee, the
board of directors, or any other board committee, accept, directly or indirectly, any consulting, advisory, or other compensatory fee
from the listed company or any of its subsidiaries or otherwise be an affiliated person of the listed company or any of its subsidiaries.
In considering the independence of Compensation Committee members, the Nasdaq Rules require that our Board must consider additional factors
relevant to the duties of a Compensation Committee member, including the source of any compensation we pay to the director and any affiliations
with our company.

 Our Board undertook a review of the composition
of our Board and its committees and the independence of each director. Based upon information requested from and provided by each director
concerning his background, employment and affiliations, including family relationships, our Board has determined that Messrs. Wurth, Chase,
Zeidman, and Gemignani are independent as defined under the Nasdaq Rules.

 Board Committees

 Our Board has established an Audit Committee,
a Compensation Committee, and a Nominating and Corporate Governance Committee. Our Board may establish other committees to facilitate
the management of our business. Our Board has adopted written charters for each of our Audit, Compensation, and Nominating and Corporate
Governance Committees, which are available on our website at

 The chart below shows the current membership and
chairperson of each of our three standing Board committees and the number of committee meetings held during our last fiscal year. Each
member of the Audit, Compensation, and Nominating and Corporate Governance Committee meets the applicable independence requirements of
the SEC and the Nasdaq listing rules for service on our Board and each committee on which she or he serves.

 Name

 Audit

 Compensation

 Nominating and
 Corporate
 Governance

 Donald R. Chase

 Chair

 Indranil (Neil) Dey

 —

 —

 —

 Svetlana Dey

 —

 —

 —

 Gary Gemignani

 Chair

 —

 Douglas C. Wurth

 Fred S. Zeidman

 —

 —

 Chair

 Total Meetings in 2024

 Audit Committee. The current members of
the Audit Committee are Mr. Gemignani (Chairperson), Mr. Wurth and Mr. Chase. Effective as of the date of the Annual Meeting,
Mr. Gemignani will retire as a director, Mr. Chase will assume the role of Chair of the Audit Committee, and Mr. Zeidman will become a
member of the Audit Committee. Each of the foregoing directors is independent as defined by the Nasdaq Rules. In addition, each of themsatisfies
the additional requirements of the SEC and Nasdaq Rules for audit committee membership, including the additional independence requirements
and the financial literacy requirements. The Board has determined that each Mr. Gemignani and Mr. Chase is an "audit committee
financial expert" as defined in the Nasdaq and SEC's rules and regulations. The primary purpose of the Audit Committee is
to oversee the quality and integrity of our accounting and financial reporting processes and the audit of our financial statements. The
Audit Committee is responsible for selecting, compensating, overseeing and terminating the selection of our independent registered public
accounting firm.

 Nominating and Corporate Governance Committee.
 The members of the Nominating and Corporate Governance Committee are Mr. Zeidman (Chairperson), Mr. Wurth and Mr. Chase.
Each member of the Nominating and Corporate Governance Committee is independent as defined by Nasdaq Rules. The primary functions and
responsibilities of the Nominating and Corporate Governance Committee are to: (a) determine the qualifications, qualities, skills, and
other expertise required to be a director; (b) identify and screen individuals qualified to become members of the Board; (c) make recommendations
to the Board regarding the selection and approval of the nominees for director; and (d) review and assess the adequacy of our corporate
governance policies and procedures.

 Compensation Committee. The members of
the Compensation Committee are Mr. Chase (Chairperson), Mr. Wurth and Mr. Gemignani. Effective as of the date of the Annual
Meeting, Mr. Gemignani will retire as a director, and Mr. Zeidman will become a member of the Compensation Committee. Each of the foregoing
directors is independent as defined by Nasdaq Rules. The Compensation Committee is responsible for, among other things, reviewing and
making recommendations to the Board with respect to the annual compensation for our Chief Executive Officer. The Compensation Committee
also is responsible for reviewing and making recommendations to the Board, the annual compensation and benefits for our other executive
officers. The Compensation Committee also, among other things, reviews compensation of the Board, reviews and makes recommendations on
all new executive compensation programs that are proposed for adoption and administers the Company's equity incentive plans. The
Compensation Committee is responsible for, among other things, reviewing and making recommendations to the Board with respect to the annual
compensation for our President and Chief Executive Officer (who serves as our principal executive, financial and accounting officer) and
any other executive officers.

 Our President and Chief Executive Officer reviews
the performance of any other executive officers (other than himself) and based on that review he makes recommendations to the Compensation
Committee about the compensation of such executive officers. Our President and Chief Executive Officer does not participate in any deliberations
or approvals by the Board or the Compensation Committee with respect to his own compensation.

 Board Member Attendance at Annual Meetings

 We do not have a formal policy regarding Board
attendance at our annual meetings, however, all our directors are invited to the annual meeting. All of our directors attended our 2024
annual meeting.

 Board Leadership Structure and Role in Risk
Oversight

 Our Board recognizes that one of its key responsibilities
is to evaluate and determine its optimal leadership structure to provide effective oversight of management. Mr. Wurth serves as Chairman
of the Board and Mr. Dey serves as our President and Chief Executive Officer (which includes serving as our principal executive,
financial and accounting officer). Although our Board does not have a policy regarding the separation of the offices of Chairman of the
Board and President and Chief Executive Officer, we believe such separation serves an important governance purpose.

 Although management is responsible for the day-to-day
management of the risks we face, our Board and its committees take an active role in overseeing management of our risks and have the ultimate
responsibility for the oversight of risk management. Our Board regularly reviews information regarding our operational, financial, legal
and strategic risks. Specifically, senior management attends periodic meetings of the Board, provides presentations on operations including
significant risks, and are available to address any questions or concerns raised by our Board.

 In addition, our committees assist our Board in
fulfilling its oversight responsibilities regarding risks. Our Audit Committee coordinate the Board's oversight of our internal
control over financial reporting, disclosure controls and procedures, related party transactions and code of conduct and corporate governance
guidelines and management reports on these areas. Our Compensation Committee assists the Board in fulfilling its oversight responsibilities
with respect to the management of risks arising from our compensation policies and programs. When any of the committees receives a report
related to material risk oversight, the chairperson of the relevant committee will report on the discussion to the full Board.

 Nomination of Director Candidates

 We may receive suggestions for potential director
nominees from a variety of sources, including members of the Board, advisors, and stockholders. Any such nominations, together with appropriate
biographical information, should be submitted to the Chairperson of the Nominating and Corporate Governance Committee in the manner discussed
below. Any candidates submitted by a stockholder or stockholder group are reviewed and considered in the same manner as all other candidates.

 Qualifications for consideration as a Board nominee
may vary according to the areas of expertise being sought as a complement to the existing board composition. However, qualified nominees
often possess high level leadership experience in business activities; breadth of knowledge about issues affecting the Company; experience
on other boards of directors, preferably public company boards; and time available for meetings and consultation on Company matters. Our
Nominating and Corporate Governance Committee does not have a formal policy regarding the consideration of diversity in identifying director
candidates but seeks a diverse group of candidates who possess the background, skills and expertise to make a significant contribution
to the Board, to the Company and our stockholders. Candidates whose evaluations are favorable are recommended by our Nominating and Corporate
Governance Committee to the full Board for consideration. The full Board selects and recommends candidates for nomination as directors
for stockholders to consider and vote upon at the annual meeting.

 A stockholder wishing to nominate a candidate
for election to our Board at any annual meeting at which the Board has determined that one or more directors will be elected must submit
a written notice of his or her nomination of a candidate to the Chairperson of the Nominating and Corporate Governance Committee (c/o
the Corporate Secretary), providing the candidates name, biographical data and other relevant information together with a consent from
the nominee. Pursuant to our Bylaws, the submission must be received at our principal executive offices no less than 90 days and no more
than 120 days prior to the anniversary date of our last annual meeting to permit the Board time to evaluate the qualifications of the
nominee.

 We have not employed an executive search firm,
or paid a fee to any other third party, to locate qualified candidates for director positions.

 Stockholder Communications with Directors

 Persons wishing to write to our Board, or to a
specified director or committee of the Board, should address such correspondence to the applicable person or entity at Bluejay Diagnostics,
Inc., 360 Massachusetts Avenue, Suite 203, Acton, MA 01720.

 We will forward to the directors all communications
that we believe are appropriate for consideration by the directors. Examples of communications that would not be appropriate for consideration
by the directors include commercial solicitations and matters not relevant to the stockholders, to the functioning of the Board or to
the affairs of Bluejay. Any correspondence received that is addressed to the Board generally will be forwarded to the Chairman of the
Board.

 Insider Trading Policy

 We have an insider trading policy that governs
the purchase, sale and other disposition of our securities by our directors, officers and employees. We believe this policy is reasonably
designed to promote compliance with insider trading laws, rules and regulations and listing standards applicable to the Company. In addition,
it is our policy to comply with applicable securities and state laws, including insider trading laws, when engaging in transactions in
our securities.

 Employee, Officer and Director Hedging

 Our insider trading policy generally prohibits
our directors, officers and employees from:

 engaging
 in short sales of our securities;

 engaging
 in hedging transactions, including, but not limited to, zero-cost collars, forward sale contracts
 and many others, which involve the establishment of a short position in our securities and
 limit or eliminate a director, officer or employee's ability to profit from an increase
 in the value of our securities;

 engaging
 in transactions in publicly traded options on our securities, such as puts, calls and other
 derivative securities, on an exchange or in any other organized market; and

 holding
 securities in a margin account or pledging our securities as collateral for a loan.

 Code of Ethics

 We have adopted a written code of ethics that
applies to our directors, principal executive officer, principal financial officer, principal accounting officer or controller and any
person performing similar functions. The code of ethics is on the "Governance —Governance Overview" section on our website
at bluejaydx.com. We intend to disclose any future amendments to, or waivers from, the code of ethics within four business days of the
waiver or amendment through a website posting or by filing a Current Report on Form 8-K with the SEC.

 ITEM 11. EXECUTIVE COMPENSATION

 compensation
discussion & analysis

Compensation Overview

 The purpose of this Compensation Overview section
is to provide material information about the Company's compensation philosophy, objectives and other relevant policies and to explain
and put into context the material elements of the disclosure that follows in this Proxy Statement with respect to the compensation of
our named executive officers ("NEOs"). For the year ended December 31, 2024, our NEOs were:

 Neil
 Dey, President and Chief Executive Officer

 Jason
 Cook, Chief Technology Officer

 Frances
 Scally, former Interim Chief Financial Officer*

 *
 Ms. Scally ceased serving as our Interim Chief Financial Officer
on March 29, 2024.

 Determining Executive Compensation

 On an ongoing basis, the Compensation Committee
reviews the performance and compensation of our President and Chief Executive Officer and the Company's other executive officers.
Our President and Chief Executive Officer provides input to the Compensation Committee regarding the performance of the other NEOs and
offers recommendations regarding their compensation packages considering such performance. The Compensation Committee is ultimately responsible,
however, for determining the compensation of the NEOs, including our President and Chief Executive Officer.

 Compensation Philosophy

 The Compensation Committee and the Board believe
that the Company's executive compensation programs for its executive officers should reflect the Company's performance and
the value created for its shareholders. In addition, we believe our executive compensation programs should support the goals and values
of the Company and should reward individual contributions to the Company's success. Specifically, the Company's executive
compensation program is intended to, among other things:

 attract
 and retain the best caliber executive officers reasonably available;

 drive
 achievement of business strategies and goals;

 motivate
 performance in an entrepreneurial, incentive-driven culture;

 align
 the interests of executive officers with the interests of the Company's shareholders;

 promote
 and maintain high ethical standards and business practices; and

 reward
 results and the creation of shareholder value.

 Factors Considered in Determining Compensation

 The Compensation Committee attempts to create
an integrated total compensation program structured to balance both short and long-term financial and strategic goals. Given that the
Company does not currently possess capacity under its equity-incentive plans, and that the Company's stock price has suffered substantial
and continued declines during the past several years, our compensation program currently focuses on providing a base salary, together
with the potential opportunity for annual performance bonuses payable in cash, when the Compensation Committee believes appropriate.

 The Compensation Committee periodically reviews
each executive officer's base salary and makes appropriate recommendations to the Board. Base salaries are based on the following
factors:

 the
 Company's performance for the prior fiscal years and subjective evaluation of each
 executive's contribution to that performance;

 the
 performance of the particular executive in relation to established goals or strategic plans;

 competitive
 levels of compensation for executive positions based on information drawn from informal internal
 benchmark analysis of base salaries for executive officers at similarly sized, public medical
 technology companies and other relevant information;

 the
 Company's available cash resources at the time; and

 our
 obligations under the applicable executive officer's employment agreement or offer
 letter (if any).

 Performance bonuses and equity compensation are
awarded based upon the recommendation of the Compensation Committee. These grants are made with a view to linking executives' compensation
to the long-term financial success of the Company and its shareholders.

 Compensation
Of Directors And Executive Officers

 Executive Officer Compensation

 The following Summary Compensation Table shows,
for the fiscal years ended December 31, 2024 and 2023, information regarding the compensation awarded to our named executive officers
for 2024: Neil Dey, our President and Chief Executive Officer (who currently serves as our principal executive, financial and accounting
officer); Jason Cook, our Chief Technology Officer; and Frances Scally, our former Interim Chief Financial Officer. We refer to these
officers as our "named executive officers" ("NEOs").

 Name and Principal Position

 Year

 Salary
 ($)

 Bonus
 ($)

 Option Awards
 ($) (3)

 Non-Equity Incentive Plan Compensation
 ($)

 All Other Compensation
 ($)

 Total
 ($)

 Neil
 Dey (1)

 2024

 283,800

 —

 —

 —

 7,087
 (2)

 290,887

 President
 & Chief Executive Officer

 2023

 285,028

 —

 —

 —

 7,126
 (2)

 292,154

 Jason Cook

 2024

 241,800

 —

 —

 —

 9,268
 (3)

 251,068

 Chief Technology Officer

 2023

 233,750

 —

 —

 —

 6,554
 (3)

 240,304

 Frances
Scally (4)

 2024

 —

 —

 —

 —

 —

 —

 Former Interim Chief Financial Officer

 2023

 —

 —

 —

 —

 —

 —

 (1)
 Mr. Dey's wife, Svetlana Dey, serves as a non-employee
director of the Company on a paid basis. Amounts in this table do not include compensation paid to Ms. Dey. For more information regarding
compensation paid to Ms. Dey, please see below under "—Director Compensation."

 (2)
 The amounts represent matching contributions made by the Company
to Mr. Dey under its 401(k) Plan. Mr. Dey and Ms. Dey also serve as officers and/or directors of Laminar Pharma, Inc., a business
entity that is unaffiliated with the Company, and the Company permits this entity to use its main facility as its registered business
address without payment to the Company. The Company has determined that the value attributable to this arrangement falls below the reporting
threshold for perquisites, and therefore has not attributed any value to it in the table.

 (3)
 The amounts represent matching contributions made by the Company
to Mr. Cook under its 401(k) Plan.

 (4)
 Ms. Scally was appointed Interim Chief Financial Officer on
September 26, 2023. Ms. Scally's appointment was made pursuant to an agreement with DLA LLC ("DLA"), where she
was an employee. We paid DLA on an hourly basis for Ms. Scally's services. We did not pay Ms. Scally any cash compensation, as
she is compensated by DLA. We terminated our agreement with DLA on March 29, 2024, at which time Ms. Scally ceased serving
as our Interim Chief Financial Officer.

 Narrative to Summary Compensation Table

 Neil Dey, Chief Executive Officer and President

 In July 2021, we entered into an employment agreement
with Mr. Dey, which was amended in January 2023 (such agreement, as subsequently amended and restated, the "Dey Agreement").
The Dey Agreement provides for an annual base salary to Mr. Dey of $275,000, which may be increased or decreased by the Compensation Committee
in its sole discretion. The agreement also provides eligibility for an annual bonus targeted at 50% of his base salary. The annual bonus
is payable in a combination of cash and equity as determined at the sole discretion of the Compensation Committee of the Board. The Company
did not award any bonus to Mr. Dey for either 2023 or 2024. Mr. Dey is entitled to participate in certain of the Company's
benefit plans available to other executives.

 Under the Dey Agreement, Mr. Dey is entitled
to receive certain benefits upon termination of employment under certain circumstances. If we terminate Mr. Dey's employment
for any reason other than "Cause" (as such term is defined in the Dey Agreement), Mr. Dey will receive cash severance
equal to twelve months base salary plus a pro-rata portion of the target annual bonus in addition to any unpaid salary, bonus, and unused
vacation time not already paid.

 Jason Cook, Chief Technology Officer

 In July 2021, we entered into an employment agreement
with Mr. Cook (such agreement, as subsequently amended and restated, the "Cook Agreement"). The Cook Agreement provides
for a minimum annual base salary to Mr. Cook of $200,000 as well as eligibility for an annual bonus targeted at 30% of his base salary.
The annual bonus is payable in a combination of cash and equity as determined at the sole discretion of the Compensation Committee of
the Board. The Company did not award any bonus to Mr. Dey for either 2023 or 2024. Mr. Cook is entitled to participate in certain
of the Company's benefit plans available to other executives.

 Under the Cook Agreement, Mr. Cook is entitled
to receive certain benefits upon termination of employment under certain circumstances. If the Company terminates Mr. Cook's
employment for any reason other than "Cause" (as such term is defined in the Cook Agreement), Mr. Cook will receive cash
severance equal to six months base salary plus a pro-rata portion of the target annual bonus in addition to any unpaid salary, bonus,
and unused vacation time not already paid.

 Frances Scally, former Interim Chief Financial Officer

 On September 26, 2023, the Board appointed Frances
Scally as interim CFO of the Company and designated her as the Company's principal financial officer and principal accounting officer.
Ms. Scally was not an employee of the Company. The appointment of Ms. Scally was made pursuant to a scope of work agreement and master
services agreement with DLA, where Ms. Scally is an employee. Pursuant to the terms of these agreements, DLA assigned the services of
Ms. Scally to the Company to, among other things, assume the responsibilities of CFO of the Company, serve as the Company's principal
financial officer and principal accounting officer, assume the responsibilities for the accounting operations of the Company and execute
documents on behalf of the Company as directed by the Chief Executive Officer. DLA determines the compensation it pays and benefits it
offers to Ms. Scally and we do not have any role in those decisions. The Company paid DLA on an hourly basis for Ms. Scally's services.
We terminated our agreement with DLA on March 29, 2024, at which time Ms. Scally ceased serving as our Interim Chief Financial Officer.

 2024 Grants of Plan-Based Awards

 As described in the table below, the Company did
not make any grants of plan-based awards in 2024.

 Estimated Future Payouts Under Non-Equity Incentive
 Plan Awards

 Estimated Future Payouts Under Equity Incentive Plan
 Awards

 All other
 Stock

 Awards:

 Grant Date

 Fair Value of Stock

 Name

 Grant

 Date

 Threshold ($)

 Target

 ($)

 Maximum

 ($)

 Threshold ($)

 Target

 ($)

 Maximum

 ($)

 Number of

 Units

 Awards

 ($) (1)

 Neil Dey

 —

 —

 —

 —

 —

 —

 —

 —

 —

 Jason Cook

 —

 —

 —

 —

 —

 —

 —

 —

 —

 Frances Scally

 —

 —

 —

 —

 —

 —

 —

 —

 —

 Outstanding Equity Awards at 2024 Fiscal
Year End

 The following table shows certain information
regarding outstanding equity awards held by our NEOs as of December 31, 2024.

 Option Awards

 Name

 Number of Securities

 Underlying

 Unexercised Options

 (#)

 Exercisable

 Number of Securities

 Underlying

 Unexercised Options

 (#)

 Unexercisable

 Option
 Exercise

 Price

 ($)

 Option

 Expiration Date

 Neil Dey (1)

 —

 —

 —

 —

 Jason Cook (2)

 $
 28,000.00

 7/7/31

 Frances Scally

 —

 —

 —

 —

 (1)
 On February 25, 2022, Mr. Dey received a grant of stock options
that vested ratably over three years. As a result of the Company's cumulative reverse stock splits since the date of grant, which
aggregate to 1-for-8,000, less than one share remains subject to such award, and the award is not exercisable.

 (2)
 On July 7, 2021, Dr. Cook was issued stock options to purchase
9 shares of common stock at an exercise price of $28,000.00 per share. Of those options 5 vested immediately upon grant while the remainder
vest upon achievement of certain product development milestones. The foregoing amounts reflect the Company's cumulative reverse
stock splits since the date of grant, which aggregate to 1-for-8,000. Mr. Cook also received a grant of stock options on February 25,
2022, which as a result of the reverse stock splits that have occurred subsequently, constitutes less than one share is therefore not
exercisable.

 Option Exercises and Stock Vested in 2024

 Option Awards

 Stock Awards

 Name

 Number of Shares

 Acquired on

 Exercise (#)

 Value Realized on

 Exercise ($)

 Number of Shares

 Acquired on

 Vesting (1)

 Value

 Realized on

 Vesting ($) (2)

 Neil Dey

 —

 —

 —

 —

 Jason Cook

 —

 —

 —

 —

 Frances Scally

 —

 —

 —

 —

 Retirement Benefits

 We established a 401(k) tax-deferred savings plan
in 2022, which permits participants, including our NEOs, to make contributions by salary deduction pursuant to Section 401(k) of the Internal
Revenue Code. We are responsible for the administrative costs of the 401(k) plan. We may, in our discretion, make matching contributions
to the 401(k) plan. We contributed $16,371 in matching contributions to the 401(k) Plan for NEOs for the year ended December 31,
2024.

 Director Compensation

 Pursuant to our Non-Employee Director Compensation
Policy, each member serving on our Board who was not our employee (whether or not such director is independent) was eligible for compensation
for his or her service as follows for 2024:

 Board
 member: $50,000;

 Board
 chair: $75,000;

 Audit
 Committee member: $7,500;

 Audit
 Committee chair: $20,000;

 Compensation
 Committee member: $7,500;

 Compensation
 Committee chair: $20,000;

 Nominating
 and Corporate Governance Committee member: $7,500; and

 Nominating
 and Corporate Governance Committee chair: $20,000

 The following table shows for the fiscal year
ended December 31, 2024 the compensation of our non-employee directors:

 Fees Earned

 Stock Awards

 Option
 Awards

 Other Compensation

 Total

 Name

 ($)

 ($)

 ($)

 ($)

 ($)

 Douglas Wurth

 97,500

 —

 —

 —

 97,500

 Donald Chase

 85,000

 —

 —

 —

 85,000

 Fred Zeidman

 70,000

 —

 —

 —

 70,000

 Svetlana Dey

 50,000

 —

 —

 —
 (1)

 50,000

 Gary Gemignani

 77,500

 —

 —

 —

 77,500

 (1)
 Ms. Dey is provided office space at the Company's main facility that is used for both Company-related
and personal use. In addition, Ms. Dey and Mr. Dey also serve as officers and/or directors of Laminar Pharma, Inc., a business entity
that is unaffiliated with the Company, and the Company permits this entity to use its main facility as its registered business address
without payment to the Company. The Company has determined that the value attributable to this arrangement falls below the reporting threshold
for perquisites, and therefore has not attributed any value to it in the table.

 ITEM 12. SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 The following table sets forth information, as of April 28, 2025, regarding
beneficial ownership of our common stock by:

 each of our directors;

 each of our named executive officers ("NEOs");

 all directors and executive officers as a group; and

 each person, or group of affiliated persons, known by us to beneficially own more than five percent of our shares of common stock.

 Beneficial ownership is determined according to
the rules of the SEC, and generally means that person has beneficial ownership of a security if he or she possesses sole or shared voting
or investment power of that security and includes options that are currently exercisable or exercisable within 60 days. Each director
or officer, as the case may be, has furnished us with information with respect to beneficial ownership. Except as otherwise indicated,
we believe that the beneficial owners of common stock listed below, based on the information each of them has given to us, have sole investment
and voting power with respect to their shares, except where community property laws may apply. Except as otherwise noted below, the address
for each person or entity listed in the table is c/o Bluejay Diagnostics, Inc., 360 Massachusetts Avenue,
Suite 203, Acton, MA 01720.

 Name of Beneficial Owner

 Shares beneficially owned

 Percent of
 Class (1)

 Directors and Named Executive Officers

 Indranil (Neil) Dey

 (2)

 *

 Svetlana Dey

 (3)

 *

 Douglas C. Wurth

 (4)

 *

 Donald R. Chase

 (5)

 *

 Dr. Jason Cook

 (6)

 *

 Gary Gemignani

 (7)

 *

 Fred S. Zeidman

 (8)

 *

 Frances Scally

 –

 –

 Directors and Executive Officers as a Group (7 persons)

 1,189

 *

 *
 Less than 1%.

 (1)
 Based on 1,494,167 shares of common stock outstanding as of April 28, 2025.

 (2)
 Includes (i) 90 shares held directly by Mr. Dey, and (ii) 511 held by Lana Management & Business Research
International, LLC, an entity owned by Mr. Dey and Ms. Dey and which Mr. Dey and Ms. Dey have voting and dispositive
power over the shares held by such entity.

 (3)
 Includes (i) 6 shares held directly by Ms. Dey, (ii) 511 held by Lana Management & Business Research
International, LLC, an entity owned by Mr. Dey and Ms. Dey and which Mr. Dey and Ms. Dey have voting and dispositive
power over the shares held by such entity, and (iii) 3 shares underlying options at an exercise price of $22,320,00 per share.

 (4)
 Includes (i) 276 shares held directly by Mr. Wurth, (ii) 138 held by Wurth Holdings LLC, an entity controlled
by Mr. Wurth, (iii) 14 shares underlying options at an exercise price of $7,624.00 per share, and (iv) 8 shares underlying warrants at
an exercise price of $18,360.00 per share.

 (5)
 Includes (i) 98 shares held directly by Mr. Chase, (ii) 2 shares underlying options at an exercise price
of $7,624.00 per share, (iii) 4 shares underlying options at an exercise price of $1,296.00 per share, (iv) 3 shares underlying options
at an exercise price of $22,320.00 per share, and (v) 3 shares underlying warrants at an exercise price of $18,360.00 per share.

 (6)
 Includes (i) 13 shares held directly by Mr. Cook, (ii) 9 shares underlying options at an exercise price
of $28,000.00 per share.

 (7)
 Includes (i) 3 shares held directly by Mr. Gemignani, and (ii) 3 shares underlying options at an exercise
price of $21,760.00 per share.

 (8)
 Includes (i) 3 shares held directly by Mr. Zeidman, (ii) 1 share underlying options at an exercise price
of $28,000.00 per share, (iii) 1 share underlying options at an exercise price of $22,320.00 per share.

 Securities Authorized for Issuance under
Equity Compensation Plans

 The following table sets forth information regarding
our equity compensation plans at December 31, 2024:

 Plan category

 Number of securities

 to be issued upon

 exercise of

 outstanding options,

 warrants and rights
 (a)

 Weighted-

 average exercise

 price of

 outstanding

 options,

 warrants and

 rights
 (b)

 Number of securities

 remaining available for

 future issuance under

 equity compensation

 plans (excluding securities

 reflected in column (a))
 (c)

 Equity compensation plans approved by security holders (1)

 $
 14,902.00

 Equity compensation plans not approved by security holders (2)

 $
 1,865.93

 —

 (1)
 Represents shares of common stock issuable upon exercise
of outstanding stock options and rights under our 2018 Stock Incentive Plan (the "2018 Plan") and 2021 Stock Plan (the "2021
Plan"). Both plans permit the Company to grant incentive and nonqualified stock options for the purchase of common stock, and restricted
stock awards. The maximum number of shares of common stock reserved for issuance under the 2018 Plan and 2021 Plan are 78 and 245, respectively.
At December 31, 2024 there were 35 and 101 shares of common stock available for grant under the 2018 Plan and 2021 Plan, respectively.

 (2)
 Consists of warrants issued to placement agents, underwriters
and consultants. During 2024, the only such warrants issued consisted of 472 placement agent warrants at an exercise price of $650.00
per share.

 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 RELATED PARTY TRANSACTIONS

 NanoHybrids, LLC

 In December 2021, we entered into an agreement
with NanoHybrids, LLC ("NanoHybrids"), an entity in which our Chief Technology Officer, Jason Cook, served as Chief Executive
Officer of prior to joining Bluejay, to utilize our research and development staff and laboratory facility when available to perform work
for NanoHybrids. Any hours worked by our employees for NanoHybrids is billed to NanoHybrids at a bill rate of the respective employee's
fully burdened personnel cost plus 10%. Additionally, the Company may purchase certain lab supplies for NanoHybrids and rebill these costs
to NanoHybrids. Dr. Cook is the majority shareholder of NanoHybrids. The table below summarizes the amounts earned for the years ended
December 31, 2024 and 2023 and balances due from NanoHybrids as of December 31, 2024 and 2023:

 Year Ended
 December 31,

 2024

 2023

 Income from NanoHybrids included in Other Income

 $
 127,079

 $
 178,042

 Cash receipts from NanoHybrids

 $
 153,783

 $
 156,504

 As of December 31,

 2024

 2023

 Amounts receivable from NanoHybrids included in Prepaids and Other Current Assets

 $
 14,564

 $
 41,269

 Policies and Procedures for Related Party
Transactions

 Our Audit Committee Charter provides that our
Audit Committee is responsible for reviewing and approving in advance any related party transaction. This will cover, with certain exceptions
as set forth in Item 404 of Regulation S-K under the Securities Act, any transaction, arrangement or relationship, or any series of similar
transactions, arrangements or relationships in which we were or will be a participant to, where the amount involved exceeds the lesser
of $120,000 or one percent of the average of our total assets at year-end for the last two completed fiscal years, and a related person
had or will have a direct or indirect material interest, including, without limitation, purchases of goods or services by or from the
related person or entities in which the related person has a material interest, indebtedness, guarantees of indebtedness and employment
by us of a related person. In determining whether to approve a proposed transaction, our Audit Committee will consider all relevant facts
and circumstances including: (i) the materiality and character of the related party's direct or indirect interest; (ii) the commercial
reasonableness of the terms; (iii) the benefit or perceived benefit, or lack thereof, to us; (iv) the opportunity cost of alternate transactions;
and (v) the actual or apparent conflict of interest of the related party.

 Director Independence

 The rules of the Nasdaq Stock Market, or the Nasdaq
Rules, require a majority of a listed company's board of directors to be composed of independent directors. In addition, the Nasdaq
Rules require that, subject to specified exceptions, each member of a listed company's audit, compensation and nominating and governance
committees be independent. Under the Nasdaq Rules, a director will only qualify as an independent director if, in the opinion of our Board,
that person does not have a relationship that would interfere with the exercise of independent judgment in carrying out the responsibilities
of a director. The Nasdaq Rules also require that Audit Committee members satisfy independence criteria set forth in Rule 10A-3 under
the Securities Exchange Act of 1934, as amended, or the Exchange Act. In order to be considered independent for purposes of Rule 10A-3,
a member of an Audit Committee of a listed company may not, other than in his or her capacity as a member of the Audit Committee, the
board of directors, or any other board committee, accept, directly or indirectly, any consulting, advisory, or other compensatory fee
from the listed company or any of its subsidiaries or otherwise be an affiliated person of the listed company or any of its subsidiaries.
In considering the independence of Compensation Committee members, the Nasdaq Rules require that our Board must consider additional factors
relevant to the duties of a Compensation Committee member, including the source of any compensation we pay to the director and any affiliations
with our company.

 Our Board undertook a review of the composition
of our Board and its committees and the independence of each director. Based upon information requested from and provided by each director
concerning his background, employment and affiliations, including family relationships, our Board has determined that Messrs. Wurth, Chase,
Zeidman, and Gemignani are independent as defined under the Nasdaq Rules.

 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

 Aggregate fees for professional services rendered
by Wolf & Company P.C. for their services for the fiscal years ended December 31, 2024 and 2023, respectively,
were as follows:

 2024

 2023

 Audit Fees

 $
 224,267

 $
 139,149

 Audit-related fees

 110,500

 36,500

 Tax fees

 9,000

 8,000

 All other fees

 —

 —

 TOTAL

 $
 343,767

 $
 183,649

 Audit Fees

 Audit fees represent the aggregate fees billed
for professional services rendered by our independent accounting firm for the audit of our annual financial statements, review of financial
statements included in our quarterly reports, review of registration statements or services that are normally provided in connection with
statutory and regulatory filings or engagements for those fiscal years.

 Audit-Related Fees

 Audit-related fees represent the aggregate fees
billed for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements
and are not reported under Audit Fees.

 Tax Fees

 Tax fees represent the aggregate fees billed for
professional services rendered by our principal accountants for tax return preparation and compliance for such years.

 All Other Fees

 All other fees represent the aggregate fees billed
for products and services other than the services reported in the other categories.

 Audit Committee Pre-Approval Policies and
Procedures

 The Audit Committee reviews audit and non-audit
services on an annual basis performed by the independent auditors. All audit and non-audit services are pre-approved by the Audit Committee,
which considers, among other things, the possible effect of the performance of such services on the auditors' independence.

 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

 The following documents are filed as part of this
report:

 Exhibit No.

 Description of Document

 31.1

 Certification of Principal Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended

 31.2

 Certification of Principal Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended

 101.INS

 101.SCH

 101.CAL

 101.DEF

 101.LAB

 101.PRE

 ITEM 16. FORM 10-K SUMMARY.

 None.

 SIGNATURES

 Pursuant to the requirements
of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized on April 29, 2025.

 Bluejay Diagnostics, Inc.

 By:

 /s/ Neil Dey

 Neil Dey

 President and Chief Executive Officer

 0001704287 true FY

 0001704287

 2024-01-01
 2024-12-31

 0001704287

 2024-06-30

 0001704287

 2025-04-28

 0001704287

 2024-10-01
 2024-12-31


UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K/A

 (Amendment No. 1)

 (Mark One)

 Annual report pursuant to section 13 or 15( d) of the Securities Exchange Act of 1934

 For the Fiscal Year Ended December 31, 2024

 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: 000-52994

 THE OLB GROUP INC.

 (Exact Name of Registrant as Specified in its Charter)

 Delaware

 13-4188568

 (State or other jurisdiction of

incorporation or organization)

 (I.R.S. Employer

Identification No.)

 1120 Avenue of the Americas, 4 th Floor, New
York, NY 10036

 (Address of Principal Executive Offices with Zip
Code)

 Registrant's telephone number, including
area code (212) 278-0900

 Securities registered pursuant to Section 12(b) of the Act: None.

 Securities registered pursuant to Section 12(b) of the Act:

 Title of each class

 Trading Symbol(s)

 Name of each exchange on which registered

 Common Stock, $0.0001 par value

 OLB

 The Nasdaq Capital Market

 Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act. Yes No

 Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes No

 Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

 Indicate by check mark whether the registrant has submitted electronically
every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No

 Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, a 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

 Non-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 13(a) of the Exchange Act.

 Indicate by check mark whether the registrant has filed a report on
and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section
404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 If securities are registered pursuant to Section 12(b) of the Act,
indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to
previously issued financial statements.

 Indicate by check mark whether any of those error corrections are restatements
that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during
the relevant recovery period pursuant to §240.10D-1(b).

 Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes No

 State the aggregate market value of the voting and non-voting common
equity held by non-affiliates: $ 3,343,377 based on 1,114,459 non affiliate shares outstanding at $3.00 per share, which is the
price at which the registrant's common shares were last sold on the last business day of the registrant's most recently completed
second fiscal quarter.

 As of April 7, 2025, there were 2,368,075 shares of the registrant's
common stock, par value $0.0001 per share, outstanding.

 EXPLANATORY NOTE

 This Amendment No. 1 on Form 10-K/A ("Amendment No. 1")
to the Annual Report on Form 10-K of The OLB Group, Inc. for the fiscal year ended December 31, 2024, originally filed with the Securities
and Exchange Commission ("SEC") on April 15, 2025 (the "Original Filing"), is being filed solely to file Exhibits
23.1 and 23.2, the consent of RBSM LLP and Mac Accounting Group & CPAs, LLP.

 In addition, pursuant to
the rules of the SEC, the exhibit list included herein reflects currently-dated certifications from the Company's principal executive
officer and principal accounting officer, which are filed as exhibits to this Amendment No. 1.

 Except for the foregoing
amended information, this Amendment No. 1 does not amend or update any other information contained in the Original Filing or reflect any
events that have occurred after the filing date of the Original Filing. Accordingly, this Amendment No. 1 should be read in conjunction
with the Original Filing.

 Item 15. Exhibits and Financial Statement
Schedules and Reports on Form 10-K

 (a) List of documents filed as part of this Amendment No. 1:

 (1) Financial Statements

 No financial statements are filed with this Amendment
No. 1. These items were included as part of the Original Filing.

 (2) Financial Statement Schedules

 None.

 (3) The following exhibits are either filed
as part of this Annual Report on Form 10-K/A:

 EXHIBIT INDEX

 Exhibit No.

 Description

 23.1*

 Consent of RBSM LLP.

 23.2*

 Consent of Mac Accounting Group & CPAs, LLP

 31.1*

 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 31.2*

 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 32.1**

 Certification of the Chief Executive Officer pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 32.2**

 Certification of the Chief Financial Officer pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 101.INS*

 101.SCH*

 101.CAL*

 101.DEF*

 101.LAB*

 101.PRE*

 Inline Cover Page Interaction Data File (embedded within the Inline XBLR document)

 *

 Filed herewith.

 **

 Furnished herewith.

 SIGNATURES

 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on
Form 10-K/A (Amendment No. 1) to be signed on its behalf by the undersigned.

 The OLB Group, Inc.

 Date: April 29, 2025

 By:

 /s/ Ronny Yakov

 Ronny Yakov

 Chief Executive Officer

 Date: April 29, 2025

 By:

 /s/ Rachel Boulds

 Rachel Boulds

 Chief Financial Officer

 0001314196 true FY

 0001314196

 2024-01-01
 2024-12-31

 0001314196

 2024-06-30

 0001314196

 2025-04-07