Debt | Note 11 — Debt The fair value and face value principal outstanding of the Senior Convertible Notes as of the dates indicated are as follows: Summary of Outstanding Debt Contractual Maturity Date Stated Interest Rate Conversion Face Value Fair Value April 2022 Senior Convertible Note April 4, 2025 7.875 % $ 75.00 $ 17,602 $ 19,850 September 2022 Senior Convertible Note September 8, 2025 7.875 % $ 75.00 7,627 12,200 Balance as of September 30, 2024 $ 25,229 $ 32,050 Contractual Maturity Date Stated Interest Rate Conversion Price per Share Face Value Principal Outstanding Fair Value April 2022 Senior Convertible Note April 4, 2025 7.875 % $ 75.00 $ 17,602 $ 19,000 September 2022 Senior Convertible Note September 8, 2025 7.875 % $ 75.00 9,062 11,250 Lucid March 2023 Senior Convertible Note March 21, 2025 7.875 % $ 5.00 11,019 13,950 Balance as of December 31, 2023 $ 37,683 $ 44,200 The changes in the fair value of debt during the three and nine month periods ended September 30, 2024 is as follows: Schedule of Changes in Fair Value of Debt April 2022 Senior Convertible Note September 2022 Senior Convertible Note Lucid March 2023 Senior Convertible Note Sum of Balance Sheet Fair Value Components Other Income (expense) Fair Value - June 30, 2024 $ 19,200 $ 13,600 $ 11,200 $ 44,000 $ — Face value principal – issue date Fair value adjustment – issue date Installment repayments – common stock — (455 ) (797 ) (1,252 ) — Non-installment payments – common stock — (55 ) (135 ) (190 ) — Deconsolidation of Lucid Diagnostics — — (10,268 ) (10,268 ) — Change in fair value 650 (890 ) — (240 ) 240 Fair Value at September 30, 2024 $ 19,850 $ 12,200 $ — $ 32,050 - Other Income (Expense) - Change in fair value – three month period ended September 30, 2024 $ 240 April 2022 Senior Convertible Note September 2022 Senior Convertible Note Lucid March 2023 Senior Convertible Note Sum of Balance Sheet Fair Value Components Other Income (expense) Fair Value - December 31, 2023 $ 19,000 $ 11,250 $ 13,950 $ 44,200 $ — Installment repayments – common stock — (1,435 ) (2,005 ) (3,440 ) — Non-installment payments – common stock — (143 ) (787 ) (930 ) — Deconsolidation of Lucid Diagnostics — — (10,268 ) (10,268 ) — Change in fair value 850 2,528 (890 ) 2,488 (2,488 ) Fair Value at September 30, 2024 $ 19,850 $ 12,200 $ — $ 32,050 - Other Income (Expense) - Change in fair value – nine month period ended September 30, 2024 $ (2,488 ) Note 11 — Debt The changes in the fair value of debt during the three and nine month periods ended September 30, 2023 is as follows: April 2022 Senior Convertible Note September 2022 Senior Convertible Note Lucid March 2023 Senior Convertible Note Sum of Balance Sheet Fair Value Components Other Income (expense) Fair Value - June 30, 2023 $ 19,530 $ 11,850 $ 11,610 $ 42,990 $ — Installment repayments – common stock (952 ) (1,207 ) (92 ) (2,251 ) — Non-installment payments – common stock (41 ) (51 ) (49 ) (141 ) — Change in fair value 863 508 3,021 4,392 (4,392 ) Fair Value at September 30, 2023 $ 19,400 $ 11,100 $ 14,490 $ 44,990 - Other Income (Expense) - Change in fair value – three month period ended September 30, 2023 $ (4,392 ) April 2022 Senior Convertible Note September 2022 Senior Convertible Note Lucid March 2023 Senior Convertible Note Sum of Balance Sheet Fair Value Components Other Income (expense) Fair Value - December 31, 2022 $ 22,000 $ 11,650 $ — $ 33,650 $ — Fair Value - Beginning of Period $ 22,000 $ 11,650 $ — $ 33,650 $ — Face value principal – issue date — — 11,111 11,111 — Fair value adjustment – issue date — — 789 789 (789 ) Installment repayments – common stock (3,895 ) (1,207 ) (92 ) (5,194 ) — Non-installment payments – common stock (249 ) (51 ) (49 ) (349 ) — Change in fair value 1,544 708 2,731 4,983 (4,983 ) Fair Value at September 30, 2023 $ 19,400 $ 11,100 $ 14,490 $ 44,990 - Fair Value - Ending of Period $ 19,400 $ 11,100 $ 14,490 $ 44,990 - Other Income (Expense) - Change in fair value – nine month period ended September 30, 2023 $ (5,772 ) PAVmed - Senior Secured Convertible Notes The Company entered into a Securities Purchase Agreement (“SPA”) dated March 31, 2022, with an accredited institutional investor (“Investor”, “Lender”, and /or “Holder”), wherein, the Company agreed to sell, and the Investor agreed to purchase an aggregate of $ 50.0 27.5 22.5 Under the SPA, the Company issued a Senior Secured Convertible Note dated April 4, 2022, referred to herein as the “April 2022 Senior Convertible Note”, with such note having a $ 27.5 7.875 75.00 April 4, 2024 maturity date the investor agreed to extend by one year, to April 4, 2025 Under the same SPA, the Company issued an additional Senior Secured Convertible Note dated September 8, 2022, referred to herein as the “September 2022 Senior Convertible Note”, with such note having a $ 11.25 7.875 75.00 September 6, 2024 maturity date the investor agreed to extend by one year, to September 8, 2025. Note 11 — Debt The Company agreed to reduce temporarily, and the Investor consented to reducing temporarily, the contractual conversion price under the April 2022 Senior Convertible Note and the September 2022 Senior Convertible Note to equal to 82.5 0.40 1 The Company is subject to financial covenants requiring: (i) a minimum of $8.0 million of available cash at all times; (ii) the ratio of (a) the outstanding principal amount of the total senior convertible notes outstanding, accrued and unpaid interest thereon and accrued and unpaid late charges to (b) the Company’s average market capitalization over the prior ten trading days, to not exceed 30% (the “Debt to Market Cap Ratio Test”); and (iii) the Company’s market capitalization to at no time be less than $75 million In consideration of a prior covenant waiver and maturity extension agreed to in March 2024, the Company agreed to pay the holder of the notes $ 2,000 The April 2022 Senior Convertible Note and September 2022 Senior Convertible Note installment payments may be made in shares of PAVmed common stock at a conversion price that is the lower of the contractual conversion price and 82.5 2.70 In the three and nine month periods ended September 30, 2024, approximately $ 455 1,435 55 143 509,942 1,084,366 907 2,002 652 1,059 652 1,050 1,501 Lucid Diagnostics - Senior Secured Convertible Note Following the deconsolidation of Lucid, the Lucid March 2023 Senior Convertible Note is no longer reflected in the Company’s unaudited condensed consolidated balance sheets. See Note 4, Equity Method Investment During the period of January 1, 2024 through September 10, 2024, the date of Lucid’s deconsolidation, approximately $ 2,005 787 4,172,002 3,801 328 1,009 During the three and nine month periods ended September 30, 2024, the Company recognized debt extinguishment losses in total of approximately $ 1,403 2,535 1,764 3,032 See Note 10, Financial Instruments Fair Value Measurements |