STOCK TITAN

bioAffinity regains Nasdaq listing compliance

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

bioAffinity Technologies, Inc. (BIAF) reports that it has regained compliance with Nasdaq’s listing requirements, including the Minimum Bid Price Rule and the Rights/Warrants Rule, so its common stock and warrants will continue to be listed and traded on the Nasdaq Capital Market.

Nasdaq confirmed compliance in a letter dated September 8, 2026, cancelling a previously scheduled hearing before a Nasdaq Hearings Panel. As of September 8, 2026, the company had 1,166,625 common shares outstanding with an aggregate market value of approximately $10.4 million based on that day’s closing price.

The company also highlights performance of its CyPath® Lung test, which in a published clinical trial of high-risk patients showed 92% sensitivity, 87% specificity, 88% accuracy and 99% negative predictive value for detecting lung cancer in patients with small indeterminate lung nodules less than 20 millimeters.

Positive

  • Regains Nasdaq compliance, avoiding a delisting process and keeping common stock and warrants listed and traded on the Nasdaq Capital Market.
  • Clinical data for CyPath Lung show 92% sensitivity, 87% specificity, 88% accuracy and 99% negative predictive value in detecting lung cancer in high-risk patients with small nodules.

Negative

  • None.

Filing Explained

The September 9 8-K adds that Nasdaq had found no standard 180-day compliance period available because the company had effected a reverse stock split within the prior year; after the company’s appeal, the scheduled hearing was cancelled, and continued listing remains subject to ongoing compliance.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Outstanding common shares 1,166,625 shares Shares outstanding as of September 8, 2026
Aggregate market value of common stock $10.4 million Based on closing price on September 8, 2026
Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) Minimum Bid Price Rule
CyPath Lung sensitivity 92% Detection of lung cancer in high-risk patients with small nodules
CyPath Lung specificity 87% Published clinical trial of high-risk patients
CyPath Lung accuracy 88% Detection of lung cancer in high-risk patients with nodules < 20 mm
CyPath Lung negative predictive value 99% Published clinical trial in high-risk population
Minimum Bid Price Rule regulatory
"compliance with the Minimum Bid Price Rule and Nasdaq Listing Rule 5560(a)"
A minimum bid price rule is a stock market requirement that a listed company's share must trade above a set minimum price over a specified period to remain listed on an exchange. It matters to investors because falling below that threshold can trigger warnings, potential delisting, and reduced liquidity—similar to a student needing a passing grade to stay enrolled—making the shares harder to buy, sell, or value accurately.
Rights/Warrants Rule regulatory
"compliance with the Minimum Bid Price Rule and Nasdaq Listing Rule 5560(a)"
Nasdaq Capital Market market
"will continue to be listed and traded on the Nasdaq Capital Market"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
Laboratory Developed Test (LDT) medical
"CyPath Lung is marketed as a Laboratory Developed Test (LDT)"
A laboratory developed test (LDT) is a medical diagnostic test that a single clinical laboratory designs, validates and uses in-house rather than buying from a commercial manufacturer. For investors, LDTs matter because they can drive a lab’s revenue and growth more quickly than mass-market products but also carry unique risks around accuracy, reimbursement and changing regulatory rules — think of a local bakery’s custom recipe versus a factory-made packaged product.
Clinical Laboratory Improvement Amendments (CLIA) medical
"LDTs are overseen under the Clinical Laboratory Improvement Amendments (CLIA)"
Clinical Laboratory Improvement Amendments (CLIA) are U.S. federal rules that set minimum quality and safety standards for medical laboratories that test human samples, covering test accuracy, staff qualifications, equipment, recordkeeping and routine inspections. For investors, CLIA acts like a regulatory "health inspection" for labs: certification is often required to legally run and sell clinical tests, so it directly affects a lab’s ability to generate revenue, enter markets and avoid regulatory risk.
negative predictive value (NPV) medical
"demonstrated 92% sensitivity, 87% specificity, 88% accuracy and 99% negative predictive value"

FAQ

What Nasdaq issue did bioAffinity Technologies (BIAF) resolve in this 8-K?

bioAffinity Technologies resolved earlier noncompliance with Nasdaq’s Minimum Bid Price Rule and Rights/Warrants Rule. Nasdaq confirmed on September 8, 2026, that the company has regained compliance and cancelled a previously scheduled hearing before a Nasdaq Hearings Panel.

Will BIAF and BIAFW continue trading on the Nasdaq Capital Market?

Yes. Nasdaq confirmed that bioAffinity Technologies’ common stock (BIAF) and warrants (BIAFW) will continue to be listed and traded on the Nasdaq Capital Market, subject to the company’s ongoing compliance with all applicable Nasdaq listing requirements.

How many BIAF shares were outstanding and what was the market value as of September 8, 2026?

As of September 8, 2026, bioAffinity Technologies had 1,166,625 outstanding shares of common stock. The aggregate market value of this common stock was approximately $10.4 million, based on the closing price reported by the Nasdaq Capital Market on that date.

What are the key CyPath Lung clinical performance metrics mentioned for BIAF?

In a published clinical trial of high-risk patients, CyPath Lung demonstrated 92% sensitivity, 87% specificity, 88% accuracy, and 99% negative predictive value for detecting lung cancer in patients at high risk with small indeterminate lung nodules less than 20 millimeters.

How is CyPath Lung by bioAffinity Technologies (BIAF) regulated and marketed?

CyPath Lung is marketed as a Laboratory Developed Test (LDT) by Precision Pathology Laboratory Services, a subsidiary of bioAffinity Technologies. LDTs are overseen under the Clinical Laboratory Improvement Amendments (CLIA), administered by the Centers for Medicare & Medicaid Services.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
false 0001712762 0001712762 2026-09-08 2026-09-08 0001712762 BIAF:CommonStockParValue0.007PerShareMember 2026-09-08 2026-09-08 0001712762 BIAF:WarrantsToPurchaseCommonStockMember 2026-09-08 2026-09-08 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 8, 2026

 

bioAffinity Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41463   46-5211056

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

3300 Nacogdoches Road, Suite 216

San Antonio, Texas 78217

(Address of principal executive offices, including zip code)

 

(210) 698-5334

(Registrant’s telephone number, including area code)

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Title of each class   Trading Symbols   Name of each exchange on which registered

Common Stock, par value $0.007 per share

 

 

 

BIAF

 

 

The Nasdaq Stock Market LLC

(Nasdaq Capital Market)

         
Warrants to purchase Common Stock   BIAFW  

The Nasdaq Stock Market LLC

(Nasdaq Capital Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 8.01 Other Events.

 

As previously disclosed in a Current Report on Form 8-K filed by bioAffinity Technologies, Inc. (the “Company”) on July 30, 2026, the Company received written notice (the “Staff Determination”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Staff determined that the bid price of the Company’s listed securities had closed at less than $1.00 per share over the previous thirty consecutive business days (from June 16, 2026, through July 29, 2026) and, as a result, the Company was not in compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Rule”). The Staff Determination further provided that normally a company would be afforded a 180-calendar day period to demonstrate compliance with the Minimum Bid Price Rule. However, pursuant to Nasdaq Listing Rule 5810(c)(3)(A)(iv), the Company was not eligible for any compliance period specified in Nasdaq Listing Rule 5810(c)(3)(A) due to the fact that the Company had effected a reverse stock split over the prior one-year period. The Company submitted an appeal to Nasdaq on August 6, 2026, and a hearing before the Nasdaq panel (the “Hearings Panel”) was scheduled for September 8, 2026.

 

On September 8, 2026, the Company received written notice (the “Written Notice”) from the Staff confirming that the Company has regained compliance with the Minimum Bid Price Rule and Nasdaq Listing Rule 5560(a) (the “Rights/Warrants Rule”). The Written Notice further provided that the hearing before the Hearings Panel scheduled to take place on September 8, 2026, had been cancelled and that the Company’s securities will continue to be listed and traded on The Nasdaq Capital Market.

 

On September 9, 2026, the Company issued a press release announcing that it has regained compliance with the Minimum Bid Price Rule. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

As of September 8, 2026, there were 1,166,625 outstanding shares of the Company’s common stock and the aggregate market value of the Company’s common stock was approximately $10.4 million based on the closing price of a share of the Company’s common stock on that date, as reported by The Nasdaq Capital Market.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press Release of bioAffinity Technologies, Inc. dated September 9, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: September 9, 2026 BIOAFFINITY TECHNOLOGIES, INC.
   
  By: /s/ Maria Zannes
  Name: Maria Zannes
  Title: President and Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

bioAffinity Technologies Regains Compliance with Nasdaq Listing Requirements

 

BIAF continues to be listed and traded on Nasdaq

 

SAN ANTONIO, TX — September 9, 2026 — bioAffinity Technologies, Inc. (Nasdaq: BIAF; BIAFW), a biotechnology company developing noninvasive healthcare solutions for the early detection and monitoring of lung disease, today announced that it has received written notice from The Nasdaq Stock Market LLC stating that the Company has regained compliance with Nasdaq’s applicable listing requirements.

 

As a result of this determination, bioAffinity Technologies’ common stock and warrants will continue to be listed and traded on the Nasdaq Capital Market under the symbols BIAF and BIAFW, respectively, subject to the Company’s continued compliance with all applicable Nasdaq listing requirements.

 

“We are pleased to have regained full compliance with Nasdaq’s listing standards,” said Maria Zannes, President and Chief Executive Officer of bioAffinity Technologies. “Maintaining our Nasdaq listing allows us to remain focused on expanding access to our noninvasive CyPath® Lung test for lung cancer and continuing development of our broader pipeline of noninvasive healthcare solutions while building long-term value for shareholders.”

 

In a letter dated September 8, 2026, Nasdaq confirmed that the Company has regained compliance with Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share (the “Bid Price Rule”), and Listing Rule 5560(a), which establishes listing requirements applicable to rights and warrants (the “Rights/Warrants Rule”). As a result, the previously scheduled hearing before the Nasdaq Hearings Panel has been cancelled. The Company is required to maintain ongoing compliance with all applicable Nasdaq listing requirements to remain listed on the Nasdaq Capital Market.

 

About CyPath Lung

 

CyPath Lung by bioAffinity Technologies is a noninvasive test designed to improve the early detection of lung cancer in patients at high risk for the disease. CyPath Lung uses advanced flow cytometry and proprietary artificial intelligence (AI) to identify cell populations in patient sputum that indicate malignancy. CyPath Lung incorporates a fluorescent porphyrin that is preferentially taken up by cancer and cancer-related cells. In a published clinical trial of high-risk patients, CyPath Lung demonstrated 92% sensitivity, 87% specificity, 88% accuracy and 99% negative predictive value (NPV) in detecting lung cancer in patients at high risk for the disease who had small indeterminate lung nodules less than 20 millimeters. The high NPV gives physicians greater confidence that a negative result is truly negative, potentially sparing patients from unnecessary invasive and costly procedures. CyPath Lung is marketed as a Laboratory Developed Test (LDT) and is not intended for use as a sole diagnostic tool and should be considered alongside other clinical findings.

 

 

 

 

About bioAffinity Technologies, Inc.

 

bioAffinity Technologies, Inc. addresses the need for noninvasive diagnosis of early-stage cancer and other diseases of the lung and broad-spectrum cancer treatments. The Company’s first product, CyPath Lung, is a noninvasive test that has shown high sensitivity, specificity and accuracy for the detection of early-stage lung cancer. CyPath Lung is marketed as a Laboratory Developed Test (LDT) by Precision Pathology Laboratory Services, a subsidiary of bioAffinity Technologies. LDTs are overseen under the Clinical Laboratory Improvement Amendments (CLIA), which are administered by the Centers for Medicare & Medicaid Services. For more information, visit www.bioaffinitytech.com.

 

Forward-Looking Statements

 

Certain statements in this press release constitute “forward-looking statements” within the meaning of the federal securities laws. Words such as “may,” “might,” “will,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are subject to various risks and uncertainties, many of which are difficult to predict, that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations include, among others, the Company’s ability to maintain compliance with Nasdaq’s continued listing requirements, the Company’s ability to obtain additional financing, the Company’s ability to achieve commercial adoption of CyPath Lung, risks related to regulatory developments, and other factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and its subsequent filings with the SEC, including subsequent periodic reports on Forms 10-Q and 8-K. Such forward-looking statements are based on facts and conditions as they exist at the time such statements are made and predictions as to future facts and conditions. While the Company believes these forward-looking statements are reasonable, readers of this press release are cautioned not to place undue reliance on any forward-looking statements. The information in this release is provided only as of the date of this release, and the Company does not undertake any obligation to update any forward-looking statement relating to matters discussed in this press release, except as may be required by applicable securities laws.

 

Contact

 

bioAffinity Technologies

Julie Anne Overton

Director of Communications

investors@bioaffinitytech.com

 

 

 

Filing Exhibits & Attachments

6 documents

Keep reading