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Filing Details

Accession Number:: 0001493152-22-033932
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-11-29 16:19:55
Reporting Period:: 2022-09-01

Accepted Time:: 2022-11-29 16:19:55
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1712762	Bioaffinity Technologies Inc.	BIAF	Services-Commercial Physical & Biological Research (8731)	465211056

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1947547	Michael James Edwards	30907 Keeneland Drive Fair Oaks Ranch TX 78015	Chief Financial Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock, Par Value $0.007	Acquisiton	2022-09-01	2,448	$0.00	30,323	No	4	P	Direct
Common Stock, Par Value $0.007	Acquisiton	2022-09-06	2,243	$4.20	32,566	No	4	C	Direct
Common Stock, Par Value $0.007	Acquisiton	2022-11-17	3,619	$0.00	36,815	No	4	A	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	P	Direct
No	4	C	Direct
No	4	A	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Warrants (right to buy)	Acquisiton	2022-09-01	2,448	$0.00	2,448	$7.35
Common Stock	Non-tradeable Warrants (right to buy)	Acquisiton	2022-09-01	2,448	$0.00	2,448	$7.66
Common Stock	Secured Convertible Promissory Note	Disposition	2022-09-06	0	$0.00	2,243	$4.20
Common Stock	Warrant (right to buy)	Acquisiton	2022-09-06	1,903	$0.00	1,903	$6.13
Common Stock	Warrant (right to buy)	Acquisiton	2022-07-20	761	$0.00	761	$5.25

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2,448	2022-09-01	2027-09-01	No	4	P	Direct
2,448	2022-09-01	2027-09-01	No	4	P	Direct
0	2022-09-06	2022-10-31	No	4	C	Direct
1,903	2022-09-06	2026-08-25	No	4	A	Direct
761	2022-07-20	2027-07-20	No	4	A	Direct

Footnotes

The number of securities and exercise prices reported in this Form 4 reflect the 1-for-7 reverse stock split of the common stock, par value $0.007 (the "Common Stock"), of bioAffinity Technologies, Inc. (the "Issuer"), which became effective with the State of Delaware on June 23, 2022 in connection with the Issuer's initial public offering (the "IPO").
The reported securities are included within 2,448 Units purchased by Mr. Edwards for $6.125 per Unit in the Issuer's IPO. Each Unit consists of one share of Common Stock, one five-year tradeable warrant to purchase one share of Common Stock at an exercise price of $7.35 per share, and one five-year non-tradeable warrant to purchase one share of Common Stock at an exercise price of $7.656 per share.
In connection with the IPO closing on September 6, 2022, the $9,424.32 of outstanding principal and accrued but unpaid interest of this secured convertible promissory note, dated June 12, 2020 (the "Note"), automatically converted into 2,243 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
Represents a right to purchase 1,903 shares of Common Stock underlying a warrant that became initially exercisable in connection with the IPO closing on September 6, 2022 at an exercise price equal to the IPO price of $6.125 per share. The warrant was issued to Mr. Edwards on August 25, 2021 as consideration for his agreement to enter into an amendment to that certain Secured Convertible Note Purchase Agreement dated December 21, 2018, as amended (the "Note Purchase Agreement"), to extend the maturity date of the Note to May 31, 2022.
Represents a right to purchase 761 shares of Common Stock underlying a warrant at an exercise price of $5.25 per share. The warrant was issued to Mr. Edwards on July 20, 2022 as consideration for his agreement to enter into an amendment to the Note Purchase Agreement to extend the maturity date of the Note to October 31, 2022.
Represents a grant from the Issuer to Mr. Edwards of 3,619 shares of restricted Common Stock on November 17, 2022 under the Issuer's 2014 Equity Incentive Plan. The restricted stock will begin vesting on December 17, 2022 in 12 monthly installments, the first 11 of which will be of 301 shares of Common Stock and the last of which will be of the remaining 308 shares of Common Stock, subject to Mr. Edward's continuous service to the Issuer through each vesting date.