bioAffinity Technologies, Inc. — Director's Dealing 2022

Oct 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: Rubin Gary D (Director, 10% Owner)
Reporting Person: Harvey Sandler Revocable Trust (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-09-06	Common Stock	C	15876	$4.20	Acquired	51590	Direct
2022-09-06	Common Stock	C	266850	$4.20	Acquired	1082866	Indirect
2022-09-06	Common Stock	C	38287	$4.20	Acquired	1121153	Indirect
2022-09-06	Common Stock	C	93821	$4.20	Acquired	1214974	Indirect
2022-09-06	Common Stock	C	63958	$4.20	Acquired	1278932	Indirect
2022-09-06	Common Stock	C	58577	$4.20	Acquired	1337509	Indirect
2022-09-06	Common Stock	C	230309	$5.17	Acquired	1567818	Indirect
2022-08-31	Common Stock	P	16326	—	Acquired	1584144	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-09-06	Secured Convertible Promissory Note	$4.20	C		Disposed	2022-10-31	Common Stock (15876)	Direct
2022-09-06	Secured Convertible Promissory Note	$4.20	C		Disposed	2022-10-31	Common Stock (266850)	Indirect
2022-09-06	Secured Convertible Promissory Note	$4.20	C		Disposed	2022-10-31	Common Stock (38287)	Indirect
2022-09-06	Secured Convertible Promissory Note	$4.20	C		Disposed	2022-10-31	Common Stock (93821)	Indirect
2022-09-06	Secured Convertible Promissory Note	$4.20	C		Disposed	2022-10-31	Common Stock (63958)	Indirect
2022-09-06	Secured Convertible Promissory Note	$4.20	C		Disposed	2022-10-31	Common Stock (58577)	Indirect
2022-09-06	Series A Convertible Preferred Stock	$5.17	C	1612163	Disposed		Common Stock (230309)	Indirect
2022-08-31	Warrants (right to buy)	$7.35	P	16326	Acquired	2027-08-31	Common Stock (16326)	Indirect
2022-08-31	Non-tradeable Warrants (right to buy)	$7.656	P	16326	Acquired	2027-08-31	Common Stock (16326)	Indirect
2022-09-06	Warrants (right to buy)	$6.125	A	12241	Acquired	2026-08-25	Common Stock (12241)	Direct
2022-09-06	Warrants (right to buy)	$6.125	P	408125	Acquired	2026-08-25	Common Stock (408125)	Indirect
2022-07-20	Warrants (right to buy)	$5.25	A	4896	Acquired	2027-07-20	Common Stock (4896)	Direct
2022-07-20	Warrants (right to buy)	$5.25	P	163248	Acquired	2027-07-20	Common Stock (163248)	Indirect

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: These securities are owned directly by Mr. Gary Rubin ("Mr. Rubin"), a director of the Issuer.

F3: These securities are owned directly by the Harvey Sandler Revocable Trust (the "Trust"), a 10% owner of the Issuer, and indirectly by Mr. Rubin as co-trustee of the Trust. Mr. Rubin disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

F4: In connection with the closing of the Issuer's IPO (the "IPO Closing") on September 6, 2022, the $66,682.86 of outstanding principal and accrued but unpaid interest of this secured convertible promissory note (a "Note"), dated December 21, 2018, automatically converted into 15,876 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 $1,120,773.84 of outstanding principal and accrued but unpaid interest of this Note, dated December 21, 2018, automatically converted into 266,850 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 $160,808.22 of outstanding principal and accrued but unpaid interest of this Note, dated February 7, 2019, automatically converted into 38,287 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 $394,048 of outstanding principal and accrued but unpaid interest of this Note, dated April 18, 2019, automatically converted into 93,821 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 $268,626.30 of outstanding principal and accrued but unpaid interest of this Note, dated July 26, 2019, automatically converted into 63,958 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 $246,027.40 of outstanding principal and accrued but unpaid interest of this Note, dated October 22, 2019, automatically converted into 58,577 shares of Common Stock at a conversion price of $4.20 per share (on a Common Stock equivalent basis).

F10: In connection with the IPO Closing on September 6, 2022, the 1,612,163 shares of Series A Preferred Stock owned by the Trust automatically converted at the then-effective 1-for-7 conversion rate into 230,309 fully paid and nonassessable shares of Common Stock. The Series A Preferred Stock had no expiration date.

F11: The reported securities are included within 16,326 Units purchased by the Trust 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.

F12: Represents a right to purchase 12,241 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. Rubin 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 issued to him under the Note Purchase Agreement from December 31, 2021 to May 31, 2022.

F13: Represents a right to purchase an aggregate of 408,125 shares of Common Stock underlying five 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 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 Notes issued to the Trust under the Note Purchase Agreement from December 31, 2021 to May 31, 2022.

F14: Represents a right to purchase 4,896 shares of Common Stock underlying a warrant at an exercise price of $5.25 per share. The warrant was issued to Mr. Rubin 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 issued to him under the Note Purchase Agreement from August 31, 2022 to October 31, 2022.

F15: Represents a right to purchase an aggregate of 163,248 shares of Common Stock underlying five warrants at an exercise price of $5.25 per share. The warrants were 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 Notes issued to the Trust under the Note Purchase Agreement from August 31, 2022 to October 31, 2022.