bioAffinity Technologies, Inc. — Director's Dealing 2023

Mar 8, 2023

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: bioAffinity Technologies, Inc. (BIAF)
CIK: 0001712762
Period of Report: 2022-08-29

Reporting Person: Perlmutter Nathan M (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.007	166089	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Secured Convertible Promissory Note	$4.20	2022-10-31	Common Stock (31780)		Direct
Secured Convertible Promissory Note	$4.20	2022-10-31	Common Stock (87851)		Direct
Unsecured Convertible Promissory Note	$4.20	2022-10-31	Common Stock (27378)		Direct
Warrants (right to buy)	$5.25	2027-07-20	Common Stock (47935)		Direct
Series A Convertible Preferred Stock	$6.75		Common Stock (103682)		Direct

Footnotes

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 3 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").

F2: Represents $133,476.00 of outstanding principal and accrued and unpaid interest of this secured convertible promissory note (a "Note"), dated January 14, 2019, calculated through September 6, 2022, on which date it is expected that this amount will automatically convert into 31,780 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 $368,975.34 of outstanding principal and accrued and unpaid interest of this secured Note, dated October 23, 2019, calculated through September 6, 2022, on which date it is expected that this amount will automatically convert into 87,851 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.

F4: Represents $114,991.78 of outstanding principal and accrued and unpaid interest of this unsecured Note, dated October 22, 2020, calculated through September 6, 2022, on which date it is expected that this amount will automatically convert into 27,378 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.

F5: 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, all of which were issued to Mr. Perlmutter on July 20, 2022.

F6: The Series A Convertible Preferred Stock (the "Preferred Stock") has no expiration date. Immediately prior to the closing of the IPO on September 6, 2022, the Preferred Stock will automatically convert into fully paid and nonassessable shares of Common Stock at the then-effective conversion rate of the Preferred Stock, which is initially 1-for-7 (as adjusted for the Issuer's 1-for-7 reverse stock split).