UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement
On September 2, 2025, bioAffinity Technologies, Inc, (the “Company”) and the holders of the warrants issued by the Company on May 7, 2025 (the “May 2025 Warrants”) and the warrants issued by the Company on August 13, 2025 (the “August 2025 Warrants”) agreed, effective as of August 12, 2025, to amend the Floor Price (as such term is defined in each of the May 2025 Warrants and the August 2025 Warrants) so as to increase it from $0.10 to $0.15. As a result, the total number of shares issuable upon exercise of the May 2025 Warrants was reduced from 53,377,497 to 35,584,997. Further, the August 2025 Warrants remain subject to shareholder approval.
The foregoing descriptions of the amendment to the May 2025 Warrant (the “May 2025 Warrant Amendment”) and the amendment to the August 2025 Warrant (the “August 2025 Warrant Amendment”) are not complete and are qualified in their entirety by the full text of the form of May 2025 Warrant Amendment and the form of August 2025 Warrant Amendment, copies of which are attached hereto as Exhibit 4.1 and Exhibit 4.2, respectively.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 4.1 | Form of May 2025 Warrant Amendment | |
| 4.2 | Form of August 2025 Warrant Amendment | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL) |
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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 2, 2025 | BIOAFFINITY TECHNOLOGIES, INC. | |
| By: | /s/ Maria Zannes | |
| Name: | Maria Zannes | |
| Title: | President and Chief Executive Officer | |
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