James Michael Edwards - Aug 29, 2022 Form 3 Insider Report for bioAffinity Technologies, Inc. (BIAF)

Role
Chief Financial Officer
Signature
/s/ Wilhelm E. Liebmann, as attorney-in-fact for Michael Edwards
Stock symbol
BIAF
Transactions as of
Aug 29, 2022
Transactions value $
$0
Form type
3
Date filed
11/29/2022, 03:17 PM
Next filing
Nov 29, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding BIAF Common Stock, par value $0.007 27.9K Aug 29, 2022 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding BIAF Secured Convertible Promissory Note Aug 29, 2022 Common Stock 2.24K $4.20 Direct F1, F2
holding BIAF Warrant (right to buy) Aug 29, 2022 Common Stock 761 $5.25 Direct F1
holding BIAF Stock Option (right to buy) Aug 29, 2022 Common Stock 2.86K $7.70 Direct F1, F3
holding BIAF Stock Option (right to buy) Aug 29, 2022 Common Stock 2.86K $7.70 Direct F1, F4
holding BIAF Stock Option (right to buy) Aug 29, 2022 Common Stock 2.86K $7.70 Direct F1, F5
holding BIAF Stock Option (right to buy) Aug 29, 2022 Common Stock 2.86K $7.70 Direct F1, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The number of securities and exercise prices reported in this Form 3 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 Represents $9,424.32 of outstanding principal and accrued and unpaid interest of this secured convertible promissory note, dated July 12, 2020, calculated through September 6, 2022, on which date it is expected that this amount will automatically convert into 2,243 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis) in connection with the closing of the IPO.
F3 Represents a right to purchase 2,857 shares of Common Stock upon exercise of a ten-year option granted to Mr. Edwards under the Issuer's 2014 Equity Incentive Plan (the "EIP") on November 20, 2017. This option vested in 12 monthly installments beginning on December 20, 2017 and is fully vested and exercisable as of the date of this report.
F4 Represents a right to purchase 2,857 shares of Common Stock upon exercise of a ten-year option granted to Mr. Edwards under the EIP on February 25, 2019. This option vested in 12 monthly installments beginning on March 25, 2019 and is fully vested and exercisable as of the date of this report.
F5 Represents a right to purchase 2,857 shares of Common Stock upon exercise of a ten-year option granted to Mr. Edwards under the EIP on February 5, 2020. This option vested in 12 monthly installments beginning on March 5, 2020 and is fully vested and exercisable as of the date of this report.
F6 Represents a right to purchase 2,857 shares of Common Stock upon exercise of a ten-year option granted to Mr. Edwards under the EIP on July 26, 2021. This option vested in 12 monthly installments beginning on August 26, 2021 and is fully vested and exercisable as of the date of this report.

Remarks:

Exhibit List - Exhibit 24.1: Power of Attorney (Michael Edwards)