Edwards James Michael 4

Accession 0001493152-22-033932

CIK 0001712762other

View on SEC.gov Company Profile

Filed

Nov 28, 7:00 PM ET

Accepted

Nov 29, 4:19 PM ET

Size

33.7 KB

Accession

0001493152-22-033932

Insider Transaction Report

Form 4

Period: 2022-09-01

bioAffinity Technologies, Inc.BIAF

Edwards James Michael

VP and CFO

Transactions

Purchase
Non-tradeable Warrants (right to buy)
2022-09-01+2,448→ 2,448 total
Exercise: $7.66From: 2022-09-01Exp: 2027-09-01→ Common Stock (2,448 underlying)
Award
Common Stock, par value $0.007
2022-11-17+3,619→ 36,815 total
Conversion
Common Stock, par value $0.007
2022-09-06$4.20/sh+2,243$9,421→ 32,566 total
Award
Warrant (right to buy)
2022-07-20+761→ 761 total
Exercise: $5.25From: 2022-07-20Exp: 2027-07-20→ Common Stock (761 underlying)
Purchase
Common Stock, par value $0.007
2022-09-01+2,448→ 30,323 total
Award
Warrant (right to buy)
2022-09-06+1,903→ 1,903 total
Exercise: $6.13From: 2022-09-06Exp: 2026-08-25→ Common Stock (1,903 underlying)
Purchase
Warrants (right to buy)
2022-09-01+2,448→ 2,448 total
Exercise: $7.35From: 2022-09-01Exp: 2027-09-01→ Common Stock (2,448 underlying)
Conversion
Secured Convertible Promissory Note
2022-09-06→ 0 total
Exercise: $4.20From: 2022-09-06Exp: 2022-10-31→ Common Stock (2,243 underlying)

Footnotes (6)

[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").
[F2]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.
[F3]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).
[F4]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.
[F5]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.
[F6]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.

Documents

2 files

Issuer

bioAffinity Technologies, Inc.

CIK 0001712762

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Entity typeother

Related Parties

filerCIK 0001947547

Filing Metadata

Form type: 4
Filed: Nov 28, 7:00 PM ET
Accepted: Nov 29, 4:19 PM ET
Size: 33.7 KB

View on SEC.gov