8-K

bioAffinity Technologies, Inc. (BIAF)

8-K 2026-02-04 For: 2026-02-04
View Original
Added on April 10, 2026

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): February 4, 2026

bioAffinityTechnologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-41463 46-5211056
(State<br> or other jurisdiction<br><br> <br>of<br> incorporation) (Commission<br><br> <br>File<br> Number) (I.R.S.<br> Employer<br><br> <br>Identification<br> Number)

3300Nacogdoches Road, Suite 216

SanAntonio, 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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br> 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<br> of each class Trading<br> Symbols Name<br> of each exchange on which registered
Common<br>Stock, par value $0.007 per share BIAF The<br> Nasdaq Stock Market LLC<br><br> <br>(Nasdaq<br> Capital Market)
Warrants<br> to purchase Common Stock BIAFW The<br> Nasdaq Stock Market LLC<br><br> <br>(Nasdaq<br> Capital Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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. ☐

Item8.01. Other Events.

The Board of Directors of bioAffinity Technologies, Inc., a Delaware corporation (the “Company”), has established April 30, 2026 as the date of the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). The 2026 Annual Meeting will be held at the Company’s principal executive offices at 3300 Nacogdoches Road, Suite 216, San Antonio, TX 78217.

The details of the 2026 Annual Meeting will be disclosed in the Company’s definitive proxy statement to be filed with the Securities and Exchange Commission. The Company expects to include the proposals from its Special Meeting of Stockholders (the “Special Meeting”) that was originally convened on December 19, 2025 and subsequently adjourned, without any business being conducted, because the Company did not have a sufficient number of shares of the Company’s common stock present in person or represented by proxy at the Special Meeting to constitute a quorum.

Any stockholder seeking to bring business before the 2026 Annual Meeting or to nominate a director must provide timely notice, as set forth in the Company’s Amended and Restated Bylaws (the “Bylaws”). Specifically, written notice of any proposed business or nomination must be received at the Company’s principal executive offices no later than February 14, 2026 (which is the tenth day following this public announcement of the date of the 2026 Annual Meeting). Any notice of proposed business or nomination must comply with the specific requirements set forth in the Bylaws.

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:<br> February 4, 2026 BIOAFFINITY TECHNOLOGIES, INC.
By: /s/ Maria Zannes
Name: Maria<br> Zannes
Title: President<br> and Chief Executive Officer