Nathan M. Perlmutter - 06 Sep 2022 Form 4 Insider Report for bioAffinity Technologies, Inc. (BIAF)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
07 Mar 2023, 18:50:31 UTC
Prior SEC filing
07 Mar 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Wilhelm E. Liebmann, as attorney-in-fact for Nathan Perlmutter

Key filing fact

Nathan M. Perlmutter filed Form 4 for bioAffinity Technologies, Inc. (BIAF) on 07 Mar 2023.

Key facts

  • This page summarizes Nathan M. Perlmutter's Form 4 filing for bioAffinity Technologies, Inc. (BIAF).
  • 12 reported transactions and 8 derivative rows are listed below.
  • Accepted by SEC: 07 Mar 2023, 18:50.

Change

  • Previous filing in this sequence was filed on 07 Mar 2023.
  • Current net transaction value: -$28,454.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BIAF transaction

Common Stock, par value $0.007

Conversion of derivative security

Transaction value
$133,476
Shares
+31,780
Change %
+19%
Price
$4.20
Shares after
197,869
Date
06 Sep 2022
Ownership
Direct
Footnotes
F1, F2
BIAF transaction

Common Stock, par value $0.007

Conversion of derivative security

Transaction value
$368,974
Shares
+87,851
Change %
+44%
Price
$4.20
Shares after
285,720
Date
06 Sep 2022
Ownership
Direct
Footnotes
F1, F3
BIAF transaction

Common Stock, par value $0.007

Conversion of derivative security

Transaction value
$114,988
Shares
+27,378
Change %
+9.6%
Price
$4.20
Shares after
313,098
Date
06 Sep 2022
Ownership
Direct
Footnotes
F1, F4
BIAF transaction

Common Stock, par value $0.007

Conversion of derivative security

Transaction value
$99,974
Shares
+14,811
Change %
+4.7%
Price
$6.75
Shares after
327,909
Date
06 Sep 2022
Ownership
Direct
Footnotes
F1, F5

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

BIAF transaction Derivative

Secured Convertible Promissory Note

Conversion of derivative security

Transaction value
$657,732
Shares
Change %
Price
Shares after
0
Date
06 Sep 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
31,780
Exercise price
$4.20
Footnotes
F1, F2
BIAF transaction Derivative

Secured Convertible Promissory Note

Conversion of derivative security

Transaction value
$32,162
Shares
Change %
Price
Shares after
0
Date
06 Sep 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
87,851
Exercise price
$4.20
Footnotes
F1, F3
BIAF transaction Derivative

Unsecured Convertible Promissory Note

Conversion of derivative security

Transaction value
$55,973
Shares
Change %
Price
Shares after
0
Date
06 Sep 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
27,378
Exercise price
$4.20
Footnotes
F1, F4
BIAF transaction Derivative

Series A Convertible Preferred Stock

Conversion of derivative security

Transaction value
$0
Shares
-103,682
Change %
-100%
Price
$0.000000*
Shares after
0
Date
06 Sep 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
14,811
Exercise price
$6.75
Footnotes
F1, F5
BIAF transaction Derivative

Warrant (right to buy)

Award

Transaction value
Shares
+24,602
Change %
Price
Shares after
24,602
Date
06 Sep 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
24,602
Exercise price
$6.12
Footnotes
F1, F6
BIAF transaction Derivative

Warrant (right to buy)

Award

Transaction value
Shares
+71,428
Change %
Price
Shares after
71,428
Date
06 Sep 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
71,428
Exercise price
$6.12
Footnotes
F1, F7
BIAF transaction Derivative

Warrant (right to buy)

Award

Transaction value
Shares
+23,809
Change %
Price
Shares after
23,809
Date
06 Sep 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
23,809
Exercise price
$6.12
Footnotes
F1, F8
BIAF transaction Derivative

Warrants (right to buy)

Award

Transaction value
Shares
+47,935
Change %
Price
Shares after
47,935
Date
20 Jul 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
47,935
Exercise price
$5.25
Footnotes
F1, F9
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Nathan M. Perlmutter is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 9 footnotes

Footnote F1

The number of shares of common stock, par value $0.007 (the "Common Stock"), of bioAffinity Technologies, Inc. (the "Issuer") and the conversion or exercise prices reported in this Form 4 reflect the 1-for-7 reverse stock split of the Issuer's Common Stock, which became effective with the State of Delaware on June 23, 2022 in connection with the Issuer's initial public offering (the "IPO").

Footnote F2

In connection with the IPO closing on September 6, 2022, the $133,476.00 of outstanding principal and accrued but unpaid interest of this secured convertible promissory note (a "Note"), dated January 14, 2019, automatically converted into 31,780 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).

Footnote F3

In connection with the IPO closing on September 6, 2022, the $368,975.34 of outstanding principal and accrued but unpaid interest of this secured Note, dated October 23, 2019, automatically converted into 87,851 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).

Footnote F4

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).

Footnote F5

In connection with the IPO closing on September 6, 2022, the 103,682 shares of Series A Convertible Preferred Stock owned by Mr. Perlmutter automatically converted at the then-effective 1 for 7 conversion rate (as adjusted for the Issuer's 1-for-7 reverse stock split) into 14,811 fully paid and nonassessable shares of Common Stock. The Series A Convertible Preferred Stock had no expiration date.

Footnote F6

Represents a right to purchase 24,602 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. Perlmutter on August 25, 2021 as consideration for funds he paid to the Issuer for certain of his Notes.

Footnote F7

Represents a right to purchase 71,428 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. Perlmutter on November 22, 2021 as consideration for funds he paid to the Issuer for certain of his Notes.

Footnote F8

Represents a right to purchase 23,809 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. Perlmutter on December 9, 2021 as consideration for his agreement to amend his unsecured Note to extend its maturity date to May 31, 2022.

Footnote F9

Represents a right to purchase an aggregate of 47,935 shares of Common Stock underlying three warrants at an exercise price of $5.25 per share. The warrants were issued to Mr. Perlmutter on July 20, 2022 as consideration for his agreement to amend his unsecured Note to extend its maturity date to October 31, 2022.

SEC remarks

Exhibit List - Exhibit 24.1: Power of Attorney (Nathan Perlmutter)

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