GIRGENTI STEVEN 4

Accession 0001493152-22-030872

CIK 0001712762other

View on SEC.gov Company Profile

Filed

Nov 7, 7:00 PM ET

Accepted

Nov 8, 6:11 AM ET

Size

102.2 KB

Accession

0001493152-22-030872

Insider Transaction Report

Form 4

Period: 2022-08-31

bioAffinity Technologies, Inc.BIAF

GIRGENTI STEVEN

DirectorExecutive Chairman

Transactions

Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (10,632 underlying)
Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (39,275 underlying)
Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-12-31→ Common Stock (15,632 underlying)
Conversion
Series A Convertible Preferred Stock
2022-09-06−972,957→ 0 total
Exercise: $3.60→ Common Stock (138,993 underlying)
Purchase
Warrants (right to buy)
2022-09-06+5,952→ 5,952 total(indirect: By Trust)
Exercise: $6.13From: 2022-09-06Exp: 2026-08-25→ Common Stock (5,952 underlying)
Award
Warrants (right to buy)
2022-09-06+35,714→ 35,714 total
Exercise: $6.13From: 2022-09-06Exp: 2027-08-11→ Common Stock (35,714 underlying)
Conversion
Common Stock
2022-09-06$4.20/sh+59,141$248,392→ 472,678 total
Conversion
Common Stock
2022-09-06$4.20/sh+15,632$65,654→ 645,324 total
Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (13,326 underlying)
Conversion
Common Stock
2022-09-06$4.20/sh+156,602$657,728→ 405,880 total
Conversion
Common Stock
2022-09-06$4.20/sh+4,912$20,630→ 563,765 total
Conversion
Common Stock
2022-09-06$4.20/sh+13,326$55,969→ 579,785 total
Conversion
Common Stock
2022-09-06$4.20/sh+10,632$44,654→ 590,417 total
Conversion
Common Stock
2022-09-06$4.20/sh+39,275$164,955→ 629,692 total
Conversion
Common Stock
2022-09-06$3.60/sh+138,993$500,375→ 820,183 total
Conversion
Common Stock
2022-09-06$7.70/sh+1,298$9,995→ 8,955 total(indirect: By Trust)
Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (2,694 underlying)
Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (35,866 underlying)
Conversion
Series A Convertible Preferred Stock
2022-09-06−9,091→ 0 total(indirect: By Trust)
Exercise: $7.70→ Common Stock (1,298 underlying)
Purchase
Non-tradeable Warrants (right to buy)
2022-08-31+40,916→ 40,916 total
Exercise: $7.66From: 2022-08-31Exp: 2027-08-31→ Common Stock (40,916 underlying)
Award
Warrants (right to buy)
2022-07-20+123,811→ 123,811 total
Exercise: $5.25From: 2022-07-20Exp: 2027-07-20→ Common Stock (123,811 underlying)
Conversion
Common Stock
2022-09-06$4.20/sh+35,866$150,637→ 681,190 total
Purchase
Common Stock
2022-08-31+40,916→ 861,099 total
Conversion
Secured Convertible Promissory Note
2022-09-06→ 0 total(indirect: By Trust)
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (7,657 underlying)
Conversion
Secured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (58,797 underlying)
Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (27,378 underlying)
Conversion
Unsecured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (4,912 underlying)
Purchase
Warrants (right to buy)
2022-07-20+2,380→ 2,380 total(indirect: By Trust)
Exercise: $5.25From: 2022-07-20Exp: 2027-07-20→ Common Stock (2,380 underlying)
Conversion
Common Stock
2022-09-06$4.20/sh+7,657$32,159→ 413,537 total
Conversion
Common Stock
2022-09-06$4.20/sh+27,378$114,988→ 558,853 total
Conversion
Common Stock
2022-09-06$4.20/sh+7,657$32,159→ 7,657 total(indirect: By Trust)
Conversion
Common Stock
2022-09-06$4.20/sh+58,797$246,947→ 531,475 total
Conversion
Common Stock
2022-09-06$4.20/sh+2,694$11,315→ 566,459 total
Conversion
Secured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (156,602 underlying)
Conversion
Secured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (7,657 underlying)
Conversion
Secured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (59,141 underlying)
Purchase
Warrants (right to buy)
2022-08-31+40,916→ 40,916 total
Exercise: $7.35From: 2022-08-31Exp: 2027-08-31→ Common Stock (40,916 underlying)
Award
Warrants (right to buy)
2022-09-06+221,933→ 221,933 total
Exercise: $6.13From: 2022-09-06Exp: 2026-08-25→ Common Stock (221,933 underlying)
Award
Warrants (right to buy)
2022-09-06+87,605→ 87,605 total
Exercise: $6.13From: 2022-09-06Exp: 2026-12-02→ Common Stock (87,605 underlying)

Footnotes (24)

[F1]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").
[F10]In connection with the IPO Closing on September 6, 2022, the $11,317.26 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated January 13, 2021, automatically converted into 2,694 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F11]In connection with the IPO Closing on September 6, 2022, the $55,972.60 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated March 10, 2021, automatically converted into 13,326 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F12]In connection with the IPO Closing on September 6, 2022, the $44,655.34 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated March 24, 2021, automatically converted into 10,632 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F13]In connection with the IPO Closing on September 6, 2022, the $164,958.90 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated June 8, 2021, automatically converted into 39,275 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F14]In connection with the IPO Closing on September 6, 2022, the $65,654.79 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated July 3, 2021, automatically converted into 15,632 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F15]In connection with the IPO Closing on September 6, 2022, the $150,641.10 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated August 11, 2022, automatically converted into 35,866 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F16]In connection with the IPO Closing on September 6, 2022, the 972,957 shares of Series A Preferred Stock owned by Mr. Girgenti automatically converted at the then-effective 1-for-7 conversion rate into 138,993 fully paid and nonassessable shares of Common Stock. The Series A Preferred Stock had no expiration date.
[F17]In connection with the IPO Closing on September 6, 2022, the 9,091 shares of Series A Preferred Stock owned by the Trust automatically converted at the then-effective 1-for-7 conversion rate into 1,298 fully paid and nonassessable shares of Common Stock. The Series A Preferred Stock had no expiration date.
[F18]The reported securities are included within 40,916 Units purchased by Mr. Girgenti for $6.125 per Unit in the Issuer's IPO. Each Unit consists of one share of Common Stock, one 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.
[F19]Represents a right to purchase an aggregate of 221,933 shares of Common Stock underlying four warrants 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 warrants were issued to Mr. Girgenti 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 Notes issued to him under the Note Purchase Agreement from December 31, 2021 to May 31, 2022.
[F2]These securities are owned directly by the Cranye Girgenti Testamentary Trust (the "Trust"), and indirectly by Mr. Girgenti as co-trustee of the Trust. Mr. Girgenti disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
[F20]Represents a right to purchase 5,952 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 the Trust on August 25, 2021 as consideration for the Trust's agreement to enter into an amendment to the Note Purchase Agreement to extend the maturity date of the Note issued to the Trust under the Note Purchase Agreement from December 31, 2021 to May 31, 2022.
[F21]Represents a right to purchase an aggregate of 87,605 shares of Common Stock underlying six warrants 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 warrants were issued to Mr. Girgenti on December 2, 2021 as consideration for his agreement to enter into amendments to extend the maturity dates of certain of his unsecured Notes to May 31, 2022.
[F22]Represents a right to purchase 35,714 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. Girgenti on August 11, 2022 as consideration for funds Mr. Girgenti paid to the Issuer for his unsecured Note, dated August 11, 2022.
[F23]Represents a right to purchase 123,811 shares of Common Stock underlying 10 warrants at an exercise price of $5.25 per share. The warrants were issued to Mr. Girgenti 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 Notes issued to him under the Note Purchase Agreement from August 31, 2022 to October 31, 2022.
[F24]Represents a right to purchase 2,380 shares of Common Stock underlying a warrant at an exercise price of $5.25 per share. The warrant was issued to the Trust on July 20, 2022 as consideration for the Trust's agreement to enter into an amendment to the Note Purchase Agreement to extend the maturity date of the Note issued to the Trust under the Note Purchase Agreement from August 31, 2022 to October 31, 2022..
[F3]In connection with the IPO Closing on September 6, 2022, the $32,161.64 of outstanding principal and accrued but unpaid interest of this secured convertible promissory note (a "Note"), dated February 7, 2019, automatically converted into 7,657 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F4]In connection with the IPO Closing on September 6, 2022, the $657,731.96 of outstanding principal and accrued but unpaid interest of this secured Note, dated December 21, 2018, automatically converted into 156,602 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F5]In connection with the IPO Closing on September 6, 2022, the $32,161.64 of outstanding principal and accrued but unpaid interest of this secured Note, dated February 7, 2019, automatically converted into 7,657 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F6]In connection with the IPO Closing on September 6, 2022, the $248,394.52 of outstanding principal and accrued but unpaid interest of this secured Note, dated August 29, 2019, automatically converted into 59,141 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F7]In connection with the IPO Closing on September 6, 2022, the $246,947.95 of outstanding principal and accrued but unpaid interest of this secured Note, dated October 1, 2019, automatically converted into 58,797 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F8]In connection with the IPO Closing on September 6, 2022, the $114,991.78 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated October 22, 2020, automatically converted into 27,378 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).
[F9]In connection with the IPO Closing on September 6, 2022, the $20,633.60 of outstanding principal and accrued but unpaid interest of this unsecured Note, dated October 26, 2020, automatically converted into 4,912 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).

Documents

2 files

Issuer

bioAffinity Technologies, Inc.

CIK 0001712762

→

Entity typeother

Related Parties

filerCIK 0001055530

Filing Metadata

Form type: 4
Filed: Nov 7, 7:00 PM ET
Accepted: Nov 8, 6:11 AM ET
Size: 102.2 KB

View on SEC.gov