bioAffinity Technologies Files Definitive Proxy Statement

TL;DR

bioAffinity Tech (BIAF) filed its proxy statement - shareholders vote soon.

AI Summary

bioAffinity Technologies, Inc. filed a definitive proxy statement (DEF 14A) on September 5, 2024. The filing concerns the company's annual meeting and related matters. The company is based in San Antonio, TX, and operates in the commercial physical & biological research sector.

Why It Matters

This filing provides shareholders with essential information regarding the company's governance, executive compensation, and voting matters for the upcoming annual meeting.

Risk Assessment

Risk Level: low — This is a routine DEF 14A filing, which is standard for public companies and does not inherently indicate new risks.

Key Players & Entities

• bioAffinity Technologies, Inc. (company) — Registrant
• San Antonio, TX (location) — Company Headquarters

FAQ

Key Financial Figures

• $0.007 — Company’s common stock, par value $0.007 per share (the “ Common Stock &rd
• $1.25 — n Stock, at the lower exercise price of $1.25 per share (reduced from the initial exe
• $1.64 — uced from the initial exercise price of $1.64 per share). The resale of the shares of
• $1.3 million — gregate gross proceeds of approximately $1.3 million for the exercise of the Existing Warran
• $1.50 — Warrant Shares, at an exercise price of $1.50 per share. The issuance of the Induceme
• $450,000, b — om the August Offering of approximately $450,000, before deducting fees payable to WallachB
• $75,000 — t-of-pocket expenses up to a maximum of $75,000. As additional compensation to WallachB

Filing Documents

• formdef14a.htm (DEF 14A) — 175KB
• logo.jpg (GRAPHIC) — 22KB
• formdef14a_002.jpg (GRAPHIC) — 2KB
• formdef14a_003.jpg (GRAPHIC) — 3KB
• formdef14a_004.jpg (GRAPHIC) — 3KB
• proxycard_01.jpg (GRAPHIC) — 378KB
• proxycard_02.jpg (GRAPHIC) — 318KB
• 0001493152-24-035157.txt ( ) — 1178KB

From the Filing

DEF 14A 1 formdef14a.htm UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to §240.14a-12 bioAffinity Technologies, Inc. (Exact Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. bioAffinity Technologies, Inc. 3300 Nacogdoches Road, Suite 216 San Antonio, Texas 78217 September 5, 2024 Dear Stockholder: I am pleased to invite you to attend a Special Meeting of Stockholders of bioAffinity Technologies, Inc. on Wednesday, October 2, 2024, at 8:00 a.m. Central Time. The Special Meeting will be held in person at the Company’s principal office at 3300 Nacogdoches Road, Suite 216, San Antonio, Texas 78217. bioAffinity Technologies is committed to developing noninvasive diagnostics for lung cancer and other diseases of the lung. Our team of scientists and business professionals is driven by its mission to increase detection of cancer at early stage when accurate diagnosis leads to longer lives, fewer unnecessary invasive procedures, reduced patient anxiety, and lower medical costs. As President and Chief Executive Officer of bioAffinity Technologies, I am greatly encouraged by the growing adoption and use by physicians of our first test, CyPath ® Lung, a noninvasive test for lung cancer, and of the technological advancements that our team continues to make in its fight to address the urgent need for noninvasive, early-stage diagnosis. Whether or not you plan to attend the Special Meeting, your vote matters. We encourage you to promptly vote your shares by proxy over the internet, via telephone or by mail. Your trust in our team and belief in our technology are invaluable. On behalf of our Board of Directors, our executive leadership team, and our dedicated team of scientists and businesspeople, we extend our sincerest gratitude for your continued support of and investment in bioAffinity Technologies. Sincerely, Maria Zannes President and Chief Executive Officer NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON OCTOBER 2, 2024 Notice is hereby given that bioAffinity Technologies, Inc. (the “ Company ”) will host a Special Meeting of Stockholders on Wednesday, October 2, 2024, at 8:00 a.m. Central Time (the “ Special Meeting ”). The Special Meeting will be held in person at the Company’s principal office at 3300 Nacogdoches Road, Suite 216, San Antonio, Texas 78217. The Special Meeting is being held for the following purposes: (1) To approve, pursuant to Nasdaq listing rules, the issuance of up to an aggregate of 1,801,944 shares of our common stock upon the exercise of our common stock purchase warrants issued to institutional investors and designees of the placement agent in connection with our registered direct offering and concurrent private placement offering and our warrant inducement transaction, each of which closed on August 5, 2024 (the “ Warrant Exercise Proposal ”); and (2) To approve a proposal to adjourn the Special Meeting to a later date, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Warrant Exercise Proposal (the “ Adjournment Proposal ”) Stockholders of record at the close of business on August 30, 2024, are entitled to notice of and to vote at the Special Meeting and any postponements or adjournments thereof. A list of stockholders of record at the close of business on August 30, 2024, will be available for inspection by any stockholder for a period of ten days prior to the Special Meeting at our principal office at 3300 Nacogdoches Road, Suite 216, San Antonio, Texas 78217. Your vote is very important. Whether or not you plan to attend the Special Meeting, we encourage you to read the accompanying Proxy Statement and to submit your proxy or voting instructions as soon as possible. In order to ensure the representation of a quorum at the Special Meeting, stockholders who do not expect to attend the Special Meeting are urged to vote as soon as possible. For information on how to vote your shares, please refer to the section of the Proxy Statement entitled “Questions and Answers About the Proxy Materials and the Special Meeting” and to the ins

View Full Filing

View this DEF 14A filing on SEC EDGAR