bioAffinity Technologies, Inc. — Director's Dealing 2022

Nov 22, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: bioAffinity Technologies, Inc. (BIAF)
CIK: 0001712762
Period of Report: 2022-08-31

Reporting Person: Zannes Maria (Director, President, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-08-31	Common Stock	P	16326	—	Acquired	19897	Direct
2022-09-06	Common Stock	C	23672	$4.20	Acquired	43569	Direct
2022-11-17	Common Stock	A	18099	—	Acquired	61668	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-08-31	Warrants (right to buy)	$7.35	P	16326	Acquired	2027-08-31	Common Stock (16326)	Direct
2022-08-31	Non-tradeable Warrants (right to buy)	$7.656	P	16326	Acquired	2027-08-31	Common Stock (16326)	Direct
2022-09-06	Unsecured Convertible Promissory Note	$4.20	C		Disposed	2022-10-31	Common Stock (23672)	Direct
2022-09-06	Warrants (right to buy)	$6.125	A	23571	Acquired	2027-08-11	Common Stock (23571)	Direct

Footnotes

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 16,326 Units purchased by Ms. Zannes 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 $99,423.12 of outstanding principal and accrued but unpaid interest of Ms. Zannes's unsecured convertible promissory note, dated August 11, 2022, automatically converted into 23,672 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 23,571 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 Ms. Zannes on August 11, 2022 as consideration for funds Ms. Zannes paid to the Issuer for her unsecured convertible promissory note, dated August 11, 2022.

F5: Represents a grant from the Issuer to Ms. Zannes of 18,099 restricted shares of 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 1,508 shares of Common Stock and the last of which will be of the remaining 1,511 shares of Common Stock, subject to Ms. Zannes's continuous service to the Issuer through each vesting date.