Welcome to our dedicated page for bioAffinity Tech SEC filings (Ticker: BIAFW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings for bioAffinity Technologies, Inc. (Nasdaq: BIAF; BIAFW) provide detailed insight into the company’s biotechnology business, capital structure and diagnostic platform for early lung cancer detection. Registration statements on Form S-1 and Form S-3, along with related amendments, describe offerings of common stock, Series B Convertible Preferred Stock and multiple series of warrants to purchase common stock, including their terms, exercise prices, anti-dilution provisions and resale registration arrangements for selling stockholders.
Through periodic reports and current reports on Form 8-K, bioAffinity discloses operating and financial information related to CyPath® Lung and its subsidiary Precision Pathology Laboratory Services (PPLS). These filings discuss revenue from CyPath® Lung testing and pathology services, research and clinical development expenses, and strategic decisions such as discontinuing certain unprofitable pathology services to focus resources on commercialization of the CyPath® Lung test.
Filings also document corporate actions and listing matters, including a one-for-thirty reverse stock split approved and implemented to address Nasdaq minimum bid price requirements, and subsequent confirmation that the company regained compliance with Nasdaq continued listing standards. Investors reviewing BIAFW often use these documents to understand how changes in capital structure, such as new warrant issuances or amendments to floor prices, affect potential dilution and warrant economics.
bioAffinity’s SEC disclosures further outline its intellectual property position, describing patents that protect the AI-built algorithm and flow cytometry platform used in CyPath® Lung and other diagnostics in development. While the full text of annual reports (Form 10-K) and quarterly reports (Form 10-Q) is not reproduced here, those filings typically provide comprehensive risk factor discussions, management’s analysis of operations and liquidity, and additional detail on the company’s biotechnology programs.
On Stock Titan’s filings page, users can access real-time updates from EDGAR, including 8-K current reports on material events, registration statements related to equity financings and warrants, and periodic reports. AI-powered summaries help explain key elements of complex filings, highlight changes in capital structure, and surface information relevant to BIAFW warrant holders and equity investors, such as reverse stock split terms, warrant adjustments and use of proceeds from offerings.
bioAffinity Technologies, Inc. entered into amendments to two series of outstanding warrants. Effective as of August 12, 2025, the Company and the warrant holders agreed to raise the Floor Price in both the May 2025 Warrants and the August 2025 Warrants from $0.10 to $0.15 per share. This change reduced the total number of shares issuable upon exercise of the May 2025 Warrants from 53,377,497 to 35,584,997, meaning fewer shares can be issued if those warrants are fully exercised. The August 2025 Warrants remain subject to shareholder approval, and the detailed amendment terms are provided in the attached warrant amendment exhibits.
bioAffinity Technologies, Inc. is registering up to 12,611,253 shares of common stock for resale by existing investors. These shares consist of stock issuable on conversion of 990 shares of Series B Convertible Preferred Stock and on exercises of multiple series of common stock warrants issued in August 2025 private financing and warrant inducement transactions.
The company will not receive proceeds from any resale of these shares, but will receive cash if the preferred stock is converted and the warrants are exercised, which it plans to use for working capital and general corporate purposes. The registered securities relate to an August 2025 private placement that raised about $1.2 million in gross proceeds and a warrant inducement transaction that raised about $253,000.
bioAffinity develops noninvasive diagnostics, including its CyPath® Lung test for early-stage lung cancer, and is advancing additional lung disease diagnostics and oncology research. The filing highlights significant risks, including a going-concern funding need, heavy reliance on its laboratory subsidiary, and ongoing Nasdaq compliance issues following notices for minimum bid price and stockholders’ equity deficiencies.
bioAffinity Technologies reported changes to its board of directors and board committees. On August 12, 2025, the company appointed Roberto Rios, CPA, and John J. Oppenheimer, M.D., as directors, each serving until the 2026 annual meeting of stockholders. Their annual compensation will match that of other non-employee directors, and the company states there are no related party transactions requiring disclosure.
On the same date, director Gary Rubin resigned from the board and from the Nominating and Corporate Governance Committee, with the company noting his resignation did not arise from any disagreement over operations, policies, or practices. The board named Mr. Rios as Chair of the Audit Committee and a member of the Compensation Committee, and Dr. Oppenheimer to the Nominating and Corporate Governance Committee. It also appointed Jamie Platt to the Audit Committee and as Chair of the Nominating and Corporate Governance Committee, and Robert Anderson to the Compensation Committee. On August 18, 2025, the company issued a press release announcing the new director appointments.
bioAffinity Technologies, Inc. reported a series of financing and capital structure moves. The company completed a private placement of 990 shares of Series B Convertible Preferred Stock with a stated value of $1,000 per share, initially convertible into 4,304,343 shares of common stock at $0.23 per share, and issued warrants to purchase up to 6,714,780 common shares at $0.352 per share, for expected gross proceeds of approximately $1.2 million before fees. It also entered a warrant inducement agreement leading to cash exercise of earlier warrants at $0.23 per share, providing $253,000 of gross proceeds and issuing new warrants for up to 1,430,000 shares at $0.352 per share, exercisable after stockholder approval and lasting five years.
The company increased authorized common shares from 100,000,000 to 350,000,000 and amended May 2025 warrants so they are expected to be reclassified, increasing stockholders’ equity by approximately $2.8 million. Anti-dilution adjustments reduced the May 2025 warrant exercise price to $0.23 per share and increased the number of shares issuable upon exercise by approximately 8 million. The Series B Preferred Stock includes non-voting status (except as required by law), conversion limits at 4.99% beneficial ownership, and compliance provisions tied to 19.99% exchange rules and a $0.10 floor price for future anti-dilution adjustments.
bioAffinity Technologies, Inc. (BIAFW) reported interim results showing continued operating losses and tight liquidity. For the periods presented the company recorded operating losses of $2,515,560 and $5,142,699 (three and six months) and net loss before income tax expense of $4,031,803 and $6,683,525. Total net revenue was $1,269,483 and $3,123,080 for the three and six month periods presented. Cash and cash equivalents at June 30, 2025 were approximately $0.8 million. In May 2025 the company completed a public offering raising $3.25 million gross proceeds and recorded warrant remeasurement losses of roughly $1.0–1.1 million. Management discloses substantial doubt about the company’s ability to continue as a going concern beyond twelve months and states existing cash is sufficient only through August 2025 without additional financing. The filing describes material potential dilution from outstanding warrants and recent fundraising and notes Nasdaq non-compliance issues and subsequent appeal.
bioAffinity Technologies, Inc. disclosed that Nasdaq notified the company it failed to maintain the $1.00 minimum bid price for the period December 23, 2024 through February 6, 2025 and did not regain compliance by the 180-day cure deadline. The Listing Qualifications Staff also determined the company is ineligible for a second compliance period because its reported stockholders' equity of $1,439,404 as of March 31, 2025 is below Nasdaq's $2,500,000 minimum for continued listing.
The company was told its securities will be scheduled for delisting and suspended at the opening of business on August 18, 2025 unless it requests an appeal by August 14, 2025. bioAffinity intends to file an appeal to stay the suspension and will present its plan to regain compliance; hearings are typically scheduled ~30-45 days after a hearing request and the Panel typically issues a decision within ~30 days after the hearing. The filing also notes a press release announcing increased commercial sales of CyPath® Lung.