bioAffinity Technologies (BIAF) Proxy filing summary

Executive summary

• Special Meeting scheduled to address key capital structure and financing proposals, including warrant exercises and share authorization changes.

• Board and management emphasize the importance of early-stage lung cancer diagnostics and ongoing technological advancements.

• Voting is encouraged via internet, phone, mail, or in person, with detailed instructions provided for all shareholder types.

Voting matters and shareholder proposals

• Proposal 1: Approve issuance of up to 1,128,272 shares upon exercise of August 2026 Common Warrants from a recent private placement.

• Proposal 2: Authorize issuance of securities in one or more non-public offerings, not exceeding 10,000,000 shares or $10,000,000 in aggregate, at up to a 35% discount, through 2027.

• Proposal 3: Amend Certificate of Incorporation to reduce authorized common shares from 350,000,000 to 200,000,000.

• Proposal 4: Approve adjournment of the meeting if more time is needed to solicit votes for the above proposals.

• Board unanimously recommends voting FOR all proposals.

Board of directors and corporate governance

• Board is responsible for proxy solicitation and recommends all proposals.

• Inspectors of election will tabulate and certify votes at the meeting.

• Directors and executive officers as a group own approximately 1.04% of outstanding shares.