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Predictive Oncology Inc. Director's Dealing 2012

Jun 7, 2012

35106_dirs_2012-06-07_c161b48b-bbc5-401f-84ee-45b3f55c2ec6.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BioDrain Medical, Inc. (BIOR)
CIK: 0001446159
Period of Report: 2012-05-21

Reporting Person: SOK Partners LLC (10% Owner)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-05-21 Convertible Promissory Grid Note $ J 0 Acquired Common Stock, par value $0.01 per share (5112031) Direct
2012-05-23 Convertible Promissory Grid Note $ J 0 Acquired Common Stock, par value $0.01 per share (5496646) Direct

Footnotes

F1: The outstanding principal amount under the Convertible Promissory Grid Note (the "Grid Note"), dated March 28, 2012, made by the Issuer in favor of SOK Partners LLC ("SOK Partners") may be converted into a number of shares of the Issuer's Common Stock, par value $0.01 per share ("Shares") equal to the then outstanding principal amount under the Grid Note divided by $0.065 (the "Grid Note Conversion Price"). The current outstanding principal amount under the Grid Note is $357,282. The Grid Note Conversion Price is subject to adjustment upon the occurrence of certain events, such as stock splits and the issuance of stock for a consideration per Share less than the Grid Note Conversion Price.

F2: On May 21, 2012, SOK Partners made a $25,000 advance to the Issuer under the Grid Note that, combined with prior advances to the Issuer thereunder, increased the outstanding principal amount under the Grid Note to $332,282.

F3: The Grid Note may be converted into Shares at any time at the option of SOK Partners. The Grid Note shall mandatorily be converted into Shares if the Issuer effects certain qualified transactions where, as a result thereof, the surviving entity has available at least $399,000 in additional cash and cash equivalents as a result of the transaction.

F4: On May 23, 2012, SOK Partners made a $25,000 advance to the Issuer under the Grid Note that, combined with prior advances to the Issuer thereunder, increased the outstanding principal amount under the Grid Note to $357,282.