bioAffinity (BIAF) 10-Q 14 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Nov. 08, 2023
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-41463
Entity Registrant Name	bioAffinity Technologies, Inc.
Entity Central Index Key	0001712762
Entity Tax Identification Number	46-5211056
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	22211 W. Interstate 10
Entity Address, Address Line Two	Suite 1206
Entity Address, City or Town	San Antonio
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78257
City Area Code	(210)
Local Phone Number	698-5334
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		9,502,243
Common Stock, par value $0.007 per share
Title of 12(b) Security	Common Stock, par value $0.007 per share
Trading Symbol	BIAF
Security Exchange Name	NASDAQ
Tradeable Warrants to purchase Common Stock
Title of 12(b) Security	Tradeable Warrants to purchase Common Stock
Trading Symbol	BIAFW
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 4,509,236	$ 11,413,759
Accounts and other receivables, net	1,108,414	10,489
Inventory	9,908	5,540
Prepaid expenses and other current assets	382,651	531,899
Total current assets	6,010,209	11,961,687
Non-current assets:
Property and equipment, net	512,152	214,438
Operating lease right-of-use asset, net	392,347
Finance lease right-to-use, net	1,262,087
Goodwill	1,148,553
Intangible assets, net	848,056
Other assets	16,060	6,000
Total assets	10,189,464	12,182,125
Current liabilities:
Accounts payable	827,407	345,042
Accrued expenses	643,786	541,894
Unearned revenue	38,250
Operating lease liability, current portion	90,863
Finance lease liability, current portion	358,282
Loan payable		251,746
Total current liabilities	1,958,588	1,138,682
Non-current liabilities:
Finance lease liability, net of current portion	929,570
Operating lease liability, net of current portion	307,397
Total liabilities	3,195,555	1,138,682
Commitments and contingencies (See Note 9)
Stockholders’ equity:
Preferred stock, par value $0.001 per share; 20,000,000 shares authorized; no shares issued or outstanding at September 30, 2023, and December 31, 2022
Common stock, par value $0.007 per share; 25,000,000 and 14,285,714 shares authorized; 9,216,883 and 8,381,324 issued and outstanding at September 30, 2023 and at December 31, 2022, respectively.	64,535	58,669
Additional paid-in capital	49,160,689	47,652,242
Accumulated deficit	(42,231,315)	(36,667,468)
Total stockholders’ equity	6,993,909	11,043,443
Total liabilities and stockholders’ equity	$ 10,189,464	$ 12,182,125

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.007	$ 0.007
Common stock, shares authorized	25,000,000	14,285,714
Common stock, shares issued	9,216,883	8,381,324
Common stock, shares outstanding	9,216,883	8,381,324

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)		3 Months Ended		9 Months Ended
		Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Net Revenue	[1]	$ 298,484	$ 1,150	$ 319,143	$ 2,457
Cost of sales		74,704	146	76,025	292
Gross profit		223,780	1,004	243,118	2,165
Operating expenses:
Research and development		330,376	319,744	1,035,118	949,388
Clinical development		106,422	60,941	161,310	141,684
Selling, general and administrative		2,023,917	595,702	4,576,708	1,295,558
Depreciation and amortization		57,569	773	100,805	2,852
Total operating expenses		2,518,284	977,160	5,873,941	2,389,482
Loss from operations		(2,294,504)	(976,156)	(5,630,823)	(2,387,317)
Other income (expense):
Interest income		27,193	7,414	109,971	8,261
Interest expense		(8,785)	(896,502)	(11,801)	(2,443,350)
Other income		4,606		4,606
Other expense		(17,100)		(17,100)
Gain on extinguishment of debt					212,258
Fair value adjustments on convertible notes payable			(3,053,914)		(1,866,922)
Net loss before provision for income taxes		(2,288,590)	(4,919,158)	(5,545,147)	(6,477,070)
Income tax expense		(2,294)	(300)	(18,700)	(2,460)
Net loss		$ (2,290,884)	$ (4,919,458)	$ (5,563,847)	$ (6,479,530)
Net loss per common share, basic		$ (0.26)	$ (1.17)	$ (0.65)	$ (2.03)
Net loss per common share, diluted		$ (0.26)	$ (1.17)	$ (0.65)	$ (2.03)
Weighted average common shares outstanding, basic		8,696,554	4,203,781	8,551,154	3,194,765
Weighted average common shares outstanding, diluted		8,696,554	4,203,781	8,551,154	3,194,765
[1]The three months ended revenue for PPLS and its controlling interest entity, Village Oaks, only recognizes partial period of September 19 through September 30, 2023.

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance, value at Dec. 31, 2021	$ 4,044,318	$ 18,740	$ 12,703,896	$ (28,513,355)	$ (15,790,719)
Balance, shares at Dec. 31, 2021	756,558	2,677,140
Stock-based compensation expense		$ 127	211,618		211,745
Stock-based compensation expense, shares		18,154
Net loss				(6,479,530)	(6,479,530)
Beneficial conversion feature for bridge notes			348,219		348,219
Return of capital from stock split			(185)		(185)
Debt discount for warrants issued			383,696		383,696
Common stock issued upon initial public offering, net of underwriters’ commission and offering costs of $1.8 million		$ 8,978	6,018,436		6,027,414
Common stock issued upon initial public offering, net of underwriters commission and offering costs, shares		1,282,600
Common stock issued on conversion of convertible preferred stock	$ (4,044,318)	$ 5,296	4,039,022		4,044,318
Common stock issued on conversion of convertible preferred stock, shares	(756,558)	756,558
Common stock issued on conversion of notes payable		$ 17,738	16,047,594		16,065,332
Common stock issued on conversion of notes payable, shares		2,533,964
Exercise of warrants		$ 7,255	7,706,055		7,713,310
Exercise of warrants, shares		1,036,486
Exercise of stock options		$ 454	74,446		$ 74,900
Exercise of stock options, shares		64,848			64,848
Balance, value at Sep. 30, 2022		$ 58,588	47,532,797	(34,992,885)	$ 12,598,500
Balance, shares at Sep. 30, 2022		8,369,750
Balance, value at Jun. 30, 2022	$ 4,044,318	$ 18,861	13,268,237	(30,073,427)	(16,786,329)
Balance, shares at Jun. 30, 2022	756,558	2,694,459
Stock-based compensation expense		$ 6	79,007		79,013
Stock-based compensation expense, shares		835
Net loss				(4,919,458)	(4,919,458)
Beneficial conversion feature for bridge notes			134,277		134,277
Debt discount for warrants issued			165,723		165,723
Common stock issued upon initial public offering, net of underwriters’ commission and offering costs of $1.8 million		$ 8,978	6,018,436		6,027,414
Common stock issued upon initial public offering, net of underwriters commission and offering costs, shares		1,282,600
Common stock issued on conversion of convertible preferred stock	$ (4,044,318)	$ 5,296	4,039,022		4,044,318
Common stock issued on conversion of convertible preferred stock, shares	(756,558)	756,558
Common stock issued on conversion of notes payable		$ 17,738	16,047,594		16,065,332
Common stock issued on conversion of notes payable, shares		2,533,964
Exercise of warrants		$ 7,255	7,706,055		7,713,310
Exercise of warrants, shares		1,036,486
Exercise of stock options		$ 454	74,446		74,900
Exercise of stock options, shares		64,848
Balance, value at Sep. 30, 2022		$ 58,588	47,532,797	(34,992,885)	12,598,500
Balance, shares at Sep. 30, 2022		8,369,750
Balance, value at Dec. 31, 2022		$ 58,669	47,652,242	(36,667,468)	11,043,443
Balance, shares at Dec. 31, 2022		8,381,324
Stock-based compensation expense		$ 1,911	512,402		514,313
Stock-based compensation expense, shares		270,587
Stock issued for acquisition		$ 3,955	996,045		1,000,000
Stock issued for acquisition, shares		564,972
Net loss				(5,563,847)	$ (5,563,847)
Common stock issued upon initial public offering, net of underwriters commission and offering costs, shares					9,350,297
Exercise of stock options, shares					0
Balance, value at Sep. 30, 2023		$ 64,535	49,160,689	(42,231,315)	$ 6,993,909
Balance, shares at Sep. 30, 2023		9,216,883
Balance, value at Jun. 30, 2023		$ 59,887	47,978,892	(39,940,431)	8,098,348
Balance, shares at Jun. 30, 2023		8,555,365
Stock-based compensation expense		$ 693	185,752		186,445
Stock-based compensation expense, shares		96,546
Stock issued for acquisition		$ 3,955	996,045		1,000,000
Stock issued for acquisition, shares		564,972
Net loss				(2,290,884)	(2,290,884)
Balance, value at Sep. 30, 2023		$ 64,535	$ 49,160,689	$ (42,231,315)	$ 6,993,909
Balance, shares at Sep. 30, 2023		9,216,883

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) (Parenthetical) $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($)
Statement of Stockholders' Equity [Abstract]
Underwriting discounts, commissions and offering expenses	$ 1.8

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities
Net loss	$ (5,563,847)	$ (6,479,530)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	100,805	2,852
Accretion of debt issuance costs		1,972,948
Fair value adjustments on convertible notes payable		1,866,922
Stock-based compensation expense	514,313	211,745
Gain on extinguishment of debt		(212,258)
Changes in operating assets and liabilities:
Accounts and other receivables	71,840	(8,400)
Inventory	(4,368)	(5,715)
Prepaid expenses and other assets	152,768	(502,177)
Accounts payable	406,836	(80,725)
Accrued expenses	(144,013)	(1,524)
Accrued interest		465,653
Unearned revenue	38,250
Operating lease right-of-use asset	5,913
Net cash used in operating activities	(4,421,503)	(2,770,209)
Cash flows from investing activities
Purchase of property and equipment	(36,344)
Acquisition of subsidiary, net cash acquired	(2,186,497)
Net cash used in investing activities	(2,222,841)
Cash flows from financing activities
Proceeds from issuance of common stock from the initial public offering, net of underwriting discounts, commissions and offering expenses of approximately $1.8 million		6,027,414
Exercise of warrants		7,713,310
Exercise of stock options		74,900
Proceeds from loans payable		555,148
Payment on loans payable	(251,746)	(31,612)
Principle repayments on finance leases	(8,433)
Proceeds from issuance of convertible notes payable		724,000
Repayment of convertible loan payable		(100,000)
Payment of debt issuance costs		(55,651)
Net cash (used in) provided by financing activities	(260,179)	14,907,509
Net (decrease)/increase in cash and cash equivalents	(6,904,523)	12,137,300
Cash and cash equivalents at beginning of period	11,413,759	1,360,638
Cash and cash equivalents at end of period	4,509,236	13,497,938
Supplemental disclosures of cash flow information:
Interest expense paid in cash	11,801	2,459
Income taxes paid in cash	18,700	3,945
Noncash investing and financing activities:
Common stock issuance for acquisition of subsidiary	1,000,000
Conversion of convertible preferred stock into common stock		4,044,318
Conversion of convertible notes payable into common stock		16,065,332
Fair value of warrants issued to placement agents		383,696
Beneficial conversion feature for bridge notes		$ 348,219

NATURE OF OPERATIONS, ORGANIZAT

NATURE OF OPERATIONS, ORGANIZATION, AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF OPERATIONS, ORGANIZATION, AND BASIS OF PRESENTATION	Note 1. NATURE OF OPERATIONS, ORGANIZATION, AND BASIS OF PRESENTATION Description of Business bioAffinity Technologies, Inc., a Delaware corporation (the “Company,” or “bioAffinity Technologies”), addresses the need for noninvasive diagnosis of early-stage cancer and diseases of the lung. The Company also is conducting early-stage research focused on advancing therapeutic discoveries that could result in broad-spectrum cancer treatments. bioAffinity Technologies develops proprietary noninvasive diagnostic tests using technology that preferentially targets cancer cells and cell populations indicative of a diseased state. The Company’s first diagnostic test, CyPath ® ® in vitro Organization The Company was formed on March 26, 2014, as a Delaware corporation with its corporate offices located in San Antonio, Texas. On June 15, 2016, the Company formed a wholly owned subsidiary, OncoSelect ® Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and pursuant to the rules and regulations of the SEC for interim financial reporting. The condensed consolidated financial statements are unaudited and in management’s opinion include all adjustments, including normal recurring adjustments and accruals, necessary for a fair presentation of the results for the interim periods presented. The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated financial statements at that date but does not include all the information and footnotes required by GAAP. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the fiscal year ended December 31, 2023, or any future period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited annual consolidated financial statements and notes included in the 2022 Form 10-K filed with the SEC on March 31, 2023. Liquidity and Capital Resources In accordance with Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements – Going Concern The Company has incurred significant losses and negative cash flows from operations since inception and expects to continue to incur losses and negative cash flows for the foreseeable future. As a result, the Company had an accumulated deficit of $ 42.2 4.5 44

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include the valuation allowance on the Company’s deferred tax assets, stock-based compensation, valuation of goodwill and intangible assets related to the business combination, allowance for contractual adjustments and discounts related to service revenues, and the useful lives of fixed assets. Principles of Consolidation The Company’s condensed consolidated financial statements reflect its financial statements, those of its wholly owned subsidiaries and certain variable interest entities where the Company is the primary beneficiary. The accompanying condensed consolidated financial statements include all the accounts of the Company, its wholly owned subsidiaries, OncoSelect ® In determining whether the Company is the primary beneficiary of a variable interest entity, it applies a qualitative approach that determines whether it has both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. The Company continuously assesses whether it is the primary beneficiary of a variable interest entity as changes to existing relationships or future transactions may result in the Company consolidating or deconsolidating one or more of its collaborators or partners. Business Combination On September 18, 2023, the Company, in connection with the Asset Purchase Agreement it entered into with Village Oaks (the Seller”) and Dr. Roby P. Joyce, M.D., dated September 18, 2023, acquired substantially all the assets and assumed certain liabilities of Village Oaks (the “Acquisition”) in exchange for total consideration of $ 3,500,000 2.5 564,972 1 321,000 a clinical pathology laboratory regulated by the Centers for Medicare and Medicaid Services (“CMS”) and accredited by the College of American Pathologists (“CAP”) and certified under the Clinical Laboratory Improvement Amendments (“CLIA”) of 1988. The Company recognized goodwill of $ 1,149,000 The following table summarizes the purchase price and preliminary purchase price allocations relating to the Acquisition: SCHEDULE OF PURCHASE PRICE AND PRELIMINARY PURCHASE PRICE ALLOCATIONS Cash $ 2,500,000 Common Stock 1,000,000 Total purchase consideration $ 3,500,000 Assets Net working capital (including cash) $ 1,167,000 Property and equipment 326,000 Other assets 8,000 Customer relationships 700,000 Trade names and trademarks 150,000 Goodwill 1,149,000 Total net assets $ 3,500,000 Goodwill represents the excess fair value after the allocation to the identifiable net assets. The calculated goodwill is not deductible for tax purposes. Cash and Cash Equivalents For the purpose of the statement of cash flows, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. Cash equivalents are stated at cost, which approximates market value, because of the short maturity of these instruments. Concentration of Risk The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $ 250,000 Advertising expense The Company expenses all advertising costs as incurred. Advertising expense was approximately $ 43,000 13,000 10,000 5,000 Loss Per Share Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of the Company’s common stock, par value $ 0.007 The following potentially dilutive securities have been excluded from the computations of weighted average shares of Common Stock outstanding as of September 30, 2023 and 2022, as they would be anti-dilutive: SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES 2023 2022 As of September 30, 2023 2022 Shares underlying options outstanding 683,695 806,392 Shares underlying warrants outstanding 4,649,952 4,624,952 Shares underlying convertible notes — 83,373 Anti-dilutive securities 5,333,647 5,514,717 Revenue Recognition Post-acquisition of PPLS, additional revenue streams have been consolidated starting September 19, 2023. PPLS generates three sources of revenue: (1) patient service fees, (2) histology service fees, and (3) medical director fees. The revenue is recognized on the date of service (meeting the performance requirement of ASC 606). Pre-acquisition, bioAffinity’s revenue was generated in three ways for the nine months and three months ended September 30, 2023: (1) royalties from the Company’s diagnostic test, CyPath ® ® ® ® ® To determine revenue recognition for the arrangements that the Company determines are within the scope of ASC 606, Revenue from Contracts with Customers SCHEDULE OF REVENUE RECOGNITION For three months ended September 30, 2023 2022 Net Revenue Related Party 1 Consolidated Net Revenue Related Party 1 Consolidated Parent (bioAffinity Technologies): CyPath® Lung royalty income 1 $ 5,412 $ (487 ) $ 4,925 $ 1,150 - $ 1,150 Laboratory services 1 7,423 (1,265 ) 6,158 - - - Dept. of Defense study 4,500 - 4,500 - - - Subsidiaries ((PPLS) and Controlling Interest Entity 2 Patient fees 248,654 - 248,654 - - - Histology fees 31,854 - 31,854 - - - Medical director fees 2,392 - 2,393 - - - Total net revenue $ 300,236 $ (1,752 ) $ 298,484 $ 1,150 - $ 1,150 For the nine months ended September 30, 2023 2022 Net Revenue Related Party 1 Consolidated Net Revenue Related Party 1 Consolidated Parent (bioAffinity Technologies): CyPath® Lung royalty income 1 $ 13,164 $ (487 ) $ 12,677 $ 2,457 - $ 2,457 Laboratory services 1 10,500 (1,265 ) 9,315 - - - Dept. of Defense study 14,250 - 14,250 - - - Subsidiaries (VOPS/PPLS) 2 Patient fees 248,654 - 248,654 - - - Histology fees 31,854 - 31,854 - - - Medical director fees 2,393 - 2,393 - - - Total net revenue $ 320,895 $ (1,752 ) $ 319,143 $ 2,457 - $ 2,457 1 As of September 18, 2023 (date of the Acquisition), royalty and laboratory services income agreements are considered related parties and eliminated upon consolidation. 2 The three months ended revenue for PPLS and its controlling interest entity, Village Oaks, only recognizes partial period of September 19 through September 30, 2023. Reclassifications Certain prior year balances have been reclassified to conform to current year presentation. The Company reclassified patent expenses and annuity costs of approximately $ 142,000 41,000 Property and Equipment In accordance with ASC 360-10, Accounting for the Impairment of Long-Lived Assets any September 30, 2023 or fiscal year ended December 31, 2022. Property and equipment are carried at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of the asset. Amortization of leasehold improvements is computed using the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are expensed as incurred. Useful lives of each asset class are as follows: SCHEDULE OF PROPERTY AND EQUIPMENT USEFUL LIFE Asset Category Useful Life Computer equipment 3 5 Computer software 3 Equipment 3 5 Furniture and fixtures 5 7 Vehicles 5 Leasehold improvements Lesser of lease term or useful life Intangible Assets Intangible assets, net of accumulated amortization, are summarized as follows as of September 30, 2023: SCHEDULE OF INTANGIBLE ASSETS ADJUSTMENTS Description Date Acquired Useful Life Cost Amortization Net Goodwill 9/18/2023 $ 1,148,553 $ — $ 1,148,553 Trade names and trademarks 9/18/2023 18 150,000 (277 ) 149,723 Customer relationships 9/18/2023 14 700,000 (1,666 ) 698,334 Total Intangible Assets $ 1,998,553 $ (1,943 ) $ 1,996,610 For the three and nine months ended September 30, 2023, amortization of intangible assets totaled $ 1,943 0 Recent Accounting Pronouncements The Company continues to monitor new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) and does not believe any accounting pronouncements issued through the date of this Quarterly Report will have a material impact on the Company’s condensed consolidated financial statements. The Company adopted FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) on September 18, 2023, with the business combination of Village Oaks Pathology Services, P.A. (VOPS) and Precision Pathology Laboratories Services, LLC (PPLS). The Company has one operating lease for its real estate and office space and multiple finance leases for lab equipment in Texas that was acquired through the September 18, 2023, acquisition.

ACCOUNTS AND OTHER RECEIVABLES,

ACCOUNTS AND OTHER RECEIVABLES, NET	9 Months Ended
	Sep. 30, 2023
Receivables [Abstract]
ACCOUNTS AND OTHER RECEIVABLES, NET	Note 3. ACCOUNTS AND OTHER RECEIVABLES, NET The following is a summary of accounts receivable: SCHEDULE OF ACCOUNTS RECEIVABLE September 30, 2023 December 31, 2022 Parent (bioAffinity): CyPath ® $ 16,107 $ 4,803 Laboratory services 12,390 — Other receivables 4,730 5,686 Subsidiary (PPLS) and Controlling Interest Entity: Purchased receivables from acquisition, net of collections 791,852 — Net patient fees receivable 249,088 — Histology fees 31,854 — Medical director fees 2,393 — Accounts and other receivable, net $ 1,108,414 $ 10,489

PREPAID EXPENSES AND OTHER CURR

PREPAID EXPENSES AND OTHER CURRENT ASSETS	9 Months Ended
	Sep. 30, 2023
Prepaid Expenses And Other Current Assets
PREPAID EXPENSES AND OTHER CURRENT ASSETS	Note 4. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets are summarized below: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS September 30, 2023 December 31, 2022 Prepaid insurance $ 240,540 $ 340,078 Legal and professional 30,847 72,048 Other 111,264 119,773 Total prepaid expenses and other current assets $ 382,651 $ 531,899

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT, NET	Note 5. PROPERTY AND EQUIPMENT, NET Property and equipment are summarized below: SCHEDULE OF PROPERTY AND EQUIPMENT September 30, 2023 December 31, 2022 Lab equipment $ 649,499 $ 462,155 Computers and software 68,682 21,463 Leasehold improvements 9,941 — Vehicles 119,990 — Property and equipment, gross 848,112 483,617 Accumulated depreciation (335,960 ) (269,180 ) Total property and equipment, net $ 512,152 $ 214,438 Depreciation expense was approximately $ 66,800 2,900 23,500 800

ACCRUED EXPENSES

ACCRUED EXPENSES	9 Months Ended
	Sep. 30, 2023
Accrued Expenses
ACCRUED EXPENSES	Note 6. ACCRUED EXPENSES Accrued expenses are summarized below: SCHEDULE OF ACCRUED EXPENSES September 30, 2023 December 31, 2022 Compensation $ 554,511 $ 340,680 Legal and professional 18,487 144,440 Clinical 27,776 50,922 Billing fees 19,525 — Other 23,487 5,852 Total accrued expenses $ 643,786 $ 541,894

UNEARNED REVENUE

UNEARNED REVENUE	9 Months Ended
	Sep. 30, 2023
Revenue Recognition and Deferred Revenue [Abstract]
UNEARNED REVENUE	Note 7. UNEARNED REVENUE During the three months ended September 30, 2023, the Company engaged in an observational study of CyPath ® ® 38,250

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2023
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	Note 8. FAIR VALUE MEASUREMENTS The Company analyzes all financial instruments with features of both liabilities and equity under the FASB accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts and other receivables, prepaid and other current assets, accounts payable, accrued expenses, and loan payable, are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments.

LEASES

LEASES	9 Months Ended
	Sep. 30, 2023
Leases [Abstract]
LEASES	Note 9. LEASES The Company has one operating lease for its real estate and office space and multiple finance leases for lab equipment in Texas that was acquired through the September 18, 2023, acquisition. The operating lease has a remaining lease term of 3.83 2.5 4.25 The lease agreements generally do not provide an implicit borrowing rate. Therefore, the Company used a benchmark approach as of September 18, 2023, to derive an appropriate incremental borrowing rate to discount remaining lease payments. The Company benchmarked itself against other companies of similar credit ratings and comparable quality and derived imputed interest rates ranging from 8.01 % to 8.07 % for the lease term lengths. Leases with an initial term of 12 months or less are not recorded on the balance sheet. There are no material residual guarantees associated with any of the Company’s leases, and there are no significant restrictions or covenants included in the Company’s lease agreements. Certain leases include variable payments related to common area maintenance and property taxes, which are billed by the landlord, as is customary with these types of charges for office space. The Company has not entered into any lease arrangements with related parties, and the Company is not the sublessor in any arrangement. The Company’s existing leases contain escalation clauses and renewal options. The Company has evaluated several factors in assessing whether there is reasonable certainty that the Company will exercise a contractual renewal option. For leases with renewal options that are reasonably certain to be exercised, the Company included the renewal term in the total lease term used in calculating the right-of-use asset and lease liability. Prior to adoption of ASU 2016-02 effective January 1, 2022, the Company accounted for operating lease transactions by recording lease expense on a straight-line basis over the expected term of the lease. The components of lease expense, which are included in selling, general and administrative expense and depreciation and amortization for the nine months ended September 30, 2023, and 2022 are as follows: SCHEDULE OF COMPONENTS OF LEASE EXPENSE Components of lease expense: 2023 Amortization of right-of-use assets - finance lease $ 32,081 $ — Interest on lease liabilities - finance lease 8,634 — Operating lease cost 9,972 — Total lease cost $ 50,687 $ — Supplemental balance sheet information relating to leases was as follows as of September 30, 2023 and December 31,2022: SCHEDULE OF BALANCE SHEET INFORMATION RELATING TO LEASES Operating leases: 2023 2022 Operating lease right-of-use assets $ 392,347 $ — Operating lease liability, current $ 90,863 $ — Operating lease liability, long-term $ 307,397 $ — Finance leases: 2023 2022 Finance lease right-of-use asset, gross $ 1,294,168 $ — Accumulated amortization (32,081 ) — Finance lease right-of-use asset, net 1,262,087 — Finance lease liability, current portion 358,282 — Finance lease liability, long-term 929,570 — Total finance lease liabilities $ 1,287,852 $ — Weighted-average remaining lease term: 2023 2022 Operating leases (in years) 3.83 — Finance leases (in years) 3.50 — Weighted-average discount rate: 2023 2022 Operating leases 8.07 % — Finance leases 8.01 % — Future minimum lease payment under non-cancellable lease as of September 30, 2023, are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENT UNDER NON-CANCELLABLE Operating Leases Finance Leases Remaining 2023 $ 28,431 $ 112,126 2024 121,726 448,505 2025 121,726 448,505 2026 121,726 270,395 2027 and thereafter 71,007 202,970 Total undiscounted cash flows 464,616 1,482,501 Less discounting (66,356 ) (194,649 ) Present value of lease liabilities $ 398,260 $ 1,287,852

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	Note 10. COMMITMENTS AND CONTINGENCIES Operating Leases In addition to the operating lease listed in Note 9, the Company leases its corporate offices under a month-to-month agreement and leases its laboratory and additional office space under an operating lease that is renewable annually by written notice by the Company and will require renewal in February 2024. Rent expense for office and lab space amounted to approximately $ 35,000 15,000 88,000 41,000 Legal Matters From time to time, the Company is involved in various disputes and litigation matters that arise in the ordinary course of business. To date, the Company has no material pending legal proceedings.

COMMON STOCK

COMMON STOCK	9 Months Ended
	Sep. 30, 2023
Common Stock
COMMON STOCK	Note 11. COMMON STOCK Common Stock The Company has authorized a total of 25,000,000 0.007 14,285,715 25,000,000 9,350,297 133,414 8,381,324

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
STOCK-BASED COMPENSATION	Note 12. STOCK-BASED COMPENSATION The Company grants options and restricted stock awards under its 2014 Equity Incentive Plan (the “Plan”). Under the Plan, the Company is authorized to grant options or restricted stock for up to 2,000,000 1,142,857 2,000,000 The Company has recorded stock-based compensation expense related to the issuance of restricted stock awards in the following line items in the accompanying condensed consolidated statement of operations: SUMMARY OF STOCK-BASED COMPENSATION EXPENSE RECOGNIZED FOR STOCK OPTION AWARDS Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Research and development $ 10,304 $ 4,072 $ 32,193 $ 3,318 General and administrative 181,140 74,941 482,120 208,427 Total stock-based compensation expense $ 186,445 $ 79,013 $ 514,313 $ 211,745 The following table summarizes stock option activity under the Plan: SUMMARY OF OPTION ACTIVITY Number of options Weighted-average exercise price Weighted-average remaining contractual term (in years) Aggregate intrinsic value Outstanding at December 31, 2022 806,392 $ 4.33 Granted — — Exercised — — Forfeited (122,697 ) 5.86 Outstanding at September 30, 2023 683,695 $ 3.99 3.2 $ 254,225 Vested and exercisable at September 30, 2023 681,711 $ 3.99 3.2 $ 254,225 As of September 30, 2023, there was no During the nine months ended September 30, 2023, no 64,848 74,900 no 7,142 2.84 The following table summarizes restricted stock award activity under the Plan: SUMMARY OF RESTRICTED STOCK AWARD Number of restricted stock awards (RSA) Weighted-average grant price FMV on grant date Vested number of RSA Unvested number of RSA Balance at December 31, 2022 114,920 $ 3.56 $ 409,437 79,814 35,106 Granted 326,068 1.86 607,313 227,760 98,308 Forfeited (4,979 ) 2.76 (13,742 ) (4,979 ) — Balance at September 30, 2023 436,009 $ 2.30 $ 1,003,008 302,595 133,414 During the nine months ended September 30, 2023, the Company issued restricted stock awards (RSAs) for 326,068 42,825 227,760 During the nine months ended September 30, 2022, the Company issued RSAs for 14,999 21,000 The following table summarizes weighted-average assumptions using the Black-Scholes option-pricing model used on the date of the options grants issued during the nine months ended September 30, 2022. No stock options have been issued during the nine months ended September 30, 2023: SCHEDULE OF FAIR VALUE ASSUMPTIONS 2023 2022 Fair value of Common Stock $ — $ 4.62 Volatility — % 63.9 % Expected term (years) — 6.0 Risk-free interest rate — % 2.20 % Dividend yield — % 0 %

WARRANTS

WARRANTS	9 Months Ended
	Sep. 30, 2023
Warrants
WARRANTS	Note 13. WARRANTS The Company accounts for Common Stock warrants as equity instruments. As of September 30, 2023, and December 31, 2022, the Company had 4,649,952 5.03 no 1,036,486 On September 17, 2023, the Company entered into a warrant amendment with certain holders of (i) tradeable warrants (the “Tradeable Warrants”) to who have the right to purchase 73,568 73,568 1,109,475

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	Note 14. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed consolidated financial statements were available to be issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include the valuation allowance on the Company’s deferred tax assets, stock-based compensation, valuation of goodwill and intangible assets related to the business combination, allowance for contractual adjustments and discounts related to service revenues, and the useful lives of fixed assets.
Principles of Consolidation	Principles of Consolidation The Company’s condensed consolidated financial statements reflect its financial statements, those of its wholly owned subsidiaries and certain variable interest entities where the Company is the primary beneficiary. The accompanying condensed consolidated financial statements include all the accounts of the Company, its wholly owned subsidiaries, OncoSelect ® In determining whether the Company is the primary beneficiary of a variable interest entity, it applies a qualitative approach that determines whether it has both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. The Company continuously assesses whether it is the primary beneficiary of a variable interest entity as changes to existing relationships or future transactions may result in the Company consolidating or deconsolidating one or more of its collaborators or partners.
Business Combination	Business Combination On September 18, 2023, the Company, in connection with the Asset Purchase Agreement it entered into with Village Oaks (the Seller”) and Dr. Roby P. Joyce, M.D., dated September 18, 2023, acquired substantially all the assets and assumed certain liabilities of Village Oaks (the “Acquisition”) in exchange for total consideration of $ 3,500,000 2.5 564,972 1 321,000 a clinical pathology laboratory regulated by the Centers for Medicare and Medicaid Services (“CMS”) and accredited by the College of American Pathologists (“CAP”) and certified under the Clinical Laboratory Improvement Amendments (“CLIA”) of 1988. The Company recognized goodwill of $ 1,149,000 The following table summarizes the purchase price and preliminary purchase price allocations relating to the Acquisition: SCHEDULE OF PURCHASE PRICE AND PRELIMINARY PURCHASE PRICE ALLOCATIONS Cash $ 2,500,000 Common Stock 1,000,000 Total purchase consideration $ 3,500,000 Assets Net working capital (including cash) $ 1,167,000 Property and equipment 326,000 Other assets 8,000 Customer relationships 700,000 Trade names and trademarks 150,000 Goodwill 1,149,000 Total net assets $ 3,500,000 Goodwill represents the excess fair value after the allocation to the identifiable net assets. The calculated goodwill is not deductible for tax purposes.
Cash and Cash Equivalents	Cash and Cash Equivalents For the purpose of the statement of cash flows, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. Cash equivalents are stated at cost, which approximates market value, because of the short maturity of these instruments.
Concentration of Risk	Concentration of Risk The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $ 250,000
Advertising expense	Advertising expense The Company expenses all advertising costs as incurred. Advertising expense was approximately $ 43,000 13,000 10,000 5,000
Loss Per Share	Loss Per Share Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of the Company’s common stock, par value $ 0.007 The following potentially dilutive securities have been excluded from the computations of weighted average shares of Common Stock outstanding as of September 30, 2023 and 2022, as they would be anti-dilutive: SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES 2023 2022 As of September 30, 2023 2022 Shares underlying options outstanding 683,695 806,392 Shares underlying warrants outstanding 4,649,952 4,624,952 Shares underlying convertible notes — 83,373 Anti-dilutive securities 5,333,647 5,514,717
Revenue Recognition	Revenue Recognition Post-acquisition of PPLS, additional revenue streams have been consolidated starting September 19, 2023. PPLS generates three sources of revenue: (1) patient service fees, (2) histology service fees, and (3) medical director fees. The revenue is recognized on the date of service (meeting the performance requirement of ASC 606). Pre-acquisition, bioAffinity’s revenue was generated in three ways for the nine months and three months ended September 30, 2023: (1) royalties from the Company’s diagnostic test, CyPath ® ® ® ® ® To determine revenue recognition for the arrangements that the Company determines are within the scope of ASC 606, Revenue from Contracts with Customers SCHEDULE OF REVENUE RECOGNITION For three months ended September 30, 2023 2022 Net Revenue Related Party 1 Consolidated Net Revenue Related Party 1 Consolidated Parent (bioAffinity Technologies): CyPath® Lung royalty income 1 $ 5,412 $ (487 ) $ 4,925 $ 1,150 - $ 1,150 Laboratory services 1 7,423 (1,265 ) 6,158 - - - Dept. of Defense study 4,500 - 4,500 - - - Subsidiaries ((PPLS) and Controlling Interest Entity 2 Patient fees 248,654 - 248,654 - - - Histology fees 31,854 - 31,854 - - - Medical director fees 2,392 - 2,393 - - - Total net revenue $ 300,236 $ (1,752 ) $ 298,484 $ 1,150 - $ 1,150 For the nine months ended September 30, 2023 2022 Net Revenue Related Party 1 Consolidated Net Revenue Related Party 1 Consolidated Parent (bioAffinity Technologies): CyPath® Lung royalty income 1 $ 13,164 $ (487 ) $ 12,677 $ 2,457 - $ 2,457 Laboratory services 1 10,500 (1,265 ) 9,315 - - - Dept. of Defense study 14,250 - 14,250 - - - Subsidiaries (VOPS/PPLS) 2 Patient fees 248,654 - 248,654 - - - Histology fees 31,854 - 31,854 - - - Medical director fees 2,393 - 2,393 - - - Total net revenue $ 320,895 $ (1,752 ) $ 319,143 $ 2,457 - $ 2,457 1 As of September 18, 2023 (date of the Acquisition), royalty and laboratory services income agreements are considered related parties and eliminated upon consolidation. 2 The three months ended revenue for PPLS and its controlling interest entity, Village Oaks, only recognizes partial period of September 19 through September 30, 2023.
Reclassifications	Reclassifications Certain prior year balances have been reclassified to conform to current year presentation. The Company reclassified patent expenses and annuity costs of approximately $ 142,000 41,000
Property and Equipment	Property and Equipment In accordance with ASC 360-10, Accounting for the Impairment of Long-Lived Assets any September 30, 2023 or fiscal year ended December 31, 2022. Property and equipment are carried at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of the asset. Amortization of leasehold improvements is computed using the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are expensed as incurred. Useful lives of each asset class are as follows: SCHEDULE OF PROPERTY AND EQUIPMENT USEFUL LIFE Asset Category Useful Life Computer equipment 3 5 Computer software 3 Equipment 3 5 Furniture and fixtures 5 7 Vehicles 5 Leasehold improvements Lesser of lease term or useful life
Intangible Assets	Intangible Assets Intangible assets, net of accumulated amortization, are summarized as follows as of September 30, 2023: SCHEDULE OF INTANGIBLE ASSETS ADJUSTMENTS Description Date Acquired Useful Life Cost Amortization Net Goodwill 9/18/2023 $ 1,148,553 $ — $ 1,148,553 Trade names and trademarks 9/18/2023 18 150,000 (277 ) 149,723 Customer relationships 9/18/2023 14 700,000 (1,666 ) 698,334 Total Intangible Assets $ 1,998,553 $ (1,943 ) $ 1,996,610 For the three and nine months ended September 30, 2023, amortization of intangible assets totaled $ 1,943 0
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company continues to monitor new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) and does not believe any accounting pronouncements issued through the date of this Quarterly Report will have a material impact on the Company’s condensed consolidated financial statements. The Company adopted FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) on September 18, 2023, with the business combination of Village Oaks Pathology Services, P.A. (VOPS) and Precision Pathology Laboratories Services, LLC (PPLS). The Company has one operating lease for its real estate and office space and multiple finance leases for lab equipment in Texas that was acquired through the September 18, 2023, acquisition.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
SCHEDULE OF PURCHASE PRICE AND PRELIMINARY PURCHASE PRICE ALLOCATIONS	The following table summarizes the purchase price and preliminary purchase price allocations relating to the Acquisition: SCHEDULE OF PURCHASE PRICE AND PRELIMINARY PURCHASE PRICE ALLOCATIONS Cash $ 2,500,000 Common Stock 1,000,000 Total purchase consideration $ 3,500,000 Assets Net working capital (including cash) $ 1,167,000 Property and equipment 326,000 Other assets 8,000 Customer relationships 700,000 Trade names and trademarks 150,000 Goodwill 1,149,000 Total net assets $ 3,500,000
SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES	The following potentially dilutive securities have been excluded from the computations of weighted average shares of Common Stock outstanding as of September 30, 2023 and 2022, as they would be anti-dilutive: SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES 2023 2022 As of September 30, 2023 2022 Shares underlying options outstanding 683,695 806,392 Shares underlying warrants outstanding 4,649,952 4,624,952 Shares underlying convertible notes — 83,373 Anti-dilutive securities 5,333,647 5,514,717
SCHEDULE OF REVENUE RECOGNITION	SCHEDULE OF REVENUE RECOGNITION For three months ended September 30, 2023 2022 Net Revenue Related Party 1 Consolidated Net Revenue Related Party 1 Consolidated Parent (bioAffinity Technologies): CyPath® Lung royalty income 1 $ 5,412 $ (487 ) $ 4,925 $ 1,150 - $ 1,150 Laboratory services 1 7,423 (1,265 ) 6,158 - - - Dept. of Defense study 4,500 - 4,500 - - - Subsidiaries ((PPLS) and Controlling Interest Entity 2 Patient fees 248,654 - 248,654 - - - Histology fees 31,854 - 31,854 - - - Medical director fees 2,392 - 2,393 - - - Total net revenue $ 300,236 $ (1,752 ) $ 298,484 $ 1,150 - $ 1,150 For the nine months ended September 30, 2023 2022 Net Revenue Related Party 1 Consolidated Net Revenue Related Party 1 Consolidated Parent (bioAffinity Technologies): CyPath® Lung royalty income 1 $ 13,164 $ (487 ) $ 12,677 $ 2,457 - $ 2,457 Laboratory services 1 10,500 (1,265 ) 9,315 - - - Dept. of Defense study 14,250 - 14,250 - - - Subsidiaries (VOPS/PPLS) 2 Patient fees 248,654 - 248,654 - - - Histology fees 31,854 - 31,854 - - - Medical director fees 2,393 - 2,393 - - - Total net revenue $ 320,895 $ (1,752 ) $ 319,143 $ 2,457 - $ 2,457 1 As of September 18, 2023 (date of the Acquisition), royalty and laboratory services income agreements are considered related parties and eliminated upon consolidation. 2 The three months ended revenue for PPLS and its controlling interest entity, Village Oaks, only recognizes partial period of September 19 through September 30, 2023.
SCHEDULE OF PROPERTY AND EQUIPMENT USEFUL LIFE	Property and equipment are carried at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of the asset. Amortization of leasehold improvements is computed using the shorter of the lease term or estimated useful life of the asset. Additions and improvements are capitalized, while repairs and maintenance are expensed as incurred. Useful lives of each asset class are as follows: SCHEDULE OF PROPERTY AND EQUIPMENT USEFUL LIFE Asset Category Useful Life Computer equipment 3 5 Computer software 3 Equipment 3 5 Furniture and fixtures 5 7 Vehicles 5 Leasehold improvements Lesser of lease term or useful life
SCHEDULE OF INTANGIBLE ASSETS ADJUSTMENTS	Intangible assets, net of accumulated amortization, are summarized as follows as of September 30, 2023: SCHEDULE OF INTANGIBLE ASSETS ADJUSTMENTS Description Date Acquired Useful Life Cost Amortization Net Goodwill 9/18/2023 $ 1,148,553 $ — $ 1,148,553 Trade names and trademarks 9/18/2023 18 150,000 (277 ) 149,723 Customer relationships 9/18/2023 14 700,000 (1,666 ) 698,334 Total Intangible Assets $ 1,998,553 $ (1,943 ) $ 1,996,610

ACCOUNTS AND OTHER RECEIVABLE_2

ACCOUNTS AND OTHER RECEIVABLES, NET (Tables)	9 Months Ended
	Sep. 30, 2023
Receivables [Abstract]
SCHEDULE OF ACCOUNTS RECEIVABLE	The following is a summary of accounts receivable: SCHEDULE OF ACCOUNTS RECEIVABLE September 30, 2023 December 31, 2022 Parent (bioAffinity): CyPath ® $ 16,107 $ 4,803 Laboratory services 12,390 — Other receivables 4,730 5,686 Subsidiary (PPLS) and Controlling Interest Entity: Purchased receivables from acquisition, net of collections 791,852 — Net patient fees receivable 249,088 — Histology fees 31,854 — Medical director fees 2,393 — Accounts and other receivable, net $ 1,108,414 $ 10,489

PREPAID EXPENSES AND OTHER CU_2

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)	9 Months Ended
	Sep. 30, 2023
Prepaid Expenses And Other Current Assets
SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS	Prepaid expenses and other current assets are summarized below: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS September 30, 2023 December 31, 2022 Prepaid insurance $ 240,540 $ 340,078 Legal and professional 30,847 72,048 Other 111,264 119,773 Total prepaid expenses and other current assets $ 382,651 $ 531,899

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
SCHEDULE OF PROPERTY AND EQUIPMENT	Property and equipment are summarized below: SCHEDULE OF PROPERTY AND EQUIPMENT September 30, 2023 December 31, 2022 Lab equipment $ 649,499 $ 462,155 Computers and software 68,682 21,463 Leasehold improvements 9,941 — Vehicles 119,990 — Property and equipment, gross 848,112 483,617 Accumulated depreciation (335,960 ) (269,180 ) Total property and equipment, net $ 512,152 $ 214,438

ACCRUED EXPENSES (Tables)

ACCRUED EXPENSES (Tables)	9 Months Ended
	Sep. 30, 2023
Accrued Expenses
SCHEDULE OF ACCRUED EXPENSES	Accrued expenses are summarized below: SCHEDULE OF ACCRUED EXPENSES September 30, 2023 December 31, 2022 Compensation $ 554,511 $ 340,680 Legal and professional 18,487 144,440 Clinical 27,776 50,922 Billing fees 19,525 — Other 23,487 5,852 Total accrued expenses $ 643,786 $ 541,894

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2023
Leases [Abstract]
SCHEDULE OF COMPONENTS OF LEASE EXPENSE	The components of lease expense, which are included in selling, general and administrative expense and depreciation and amortization for the nine months ended September 30, 2023, and 2022 are as follows: SCHEDULE OF COMPONENTS OF LEASE EXPENSE Components of lease expense: 2023 Amortization of right-of-use assets - finance lease $ 32,081 $ — Interest on lease liabilities - finance lease 8,634 — Operating lease cost 9,972 — Total lease cost $ 50,687 $ —
SCHEDULE OF BALANCE SHEET INFORMATION RELATING TO LEASES	Supplemental balance sheet information relating to leases was as follows as of September 30, 2023 and December 31,2022: SCHEDULE OF BALANCE SHEET INFORMATION RELATING TO LEASES Operating leases: 2023 2022 Operating lease right-of-use assets $ 392,347 $ — Operating lease liability, current $ 90,863 $ — Operating lease liability, long-term $ 307,397 $ — Finance leases: 2023 2022 Finance lease right-of-use asset, gross $ 1,294,168 $ — Accumulated amortization (32,081 ) — Finance lease right-of-use asset, net 1,262,087 — Finance lease liability, current portion 358,282 — Finance lease liability, long-term 929,570 — Total finance lease liabilities $ 1,287,852 $ — Weighted-average remaining lease term: 2023 2022 Operating leases (in years) 3.83 — Finance leases (in years) 3.50 — Weighted-average discount rate: 2023 2022 Operating leases 8.07 % — Finance leases 8.01 % —
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENT UNDER NON-CANCELLABLE	Future minimum lease payment under non-cancellable lease as of September 30, 2023, are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENT UNDER NON-CANCELLABLE Operating Leases Finance Leases Remaining 2023 $ 28,431 $ 112,126 2024 121,726 448,505 2025 121,726 448,505 2026 121,726 270,395 2027 and thereafter 71,007 202,970 Total undiscounted cash flows 464,616 1,482,501 Less discounting (66,356 ) (194,649 ) Present value of lease liabilities $ 398,260 $ 1,287,852

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
SUMMARY OF STOCK-BASED COMPENSATION EXPENSE RECOGNIZED FOR STOCK OPTION AWARDS	The Company has recorded stock-based compensation expense related to the issuance of restricted stock awards in the following line items in the accompanying condensed consolidated statement of operations: SUMMARY OF STOCK-BASED COMPENSATION EXPENSE RECOGNIZED FOR STOCK OPTION AWARDS Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Research and development $ 10,304 $ 4,072 $ 32,193 $ 3,318 General and administrative 181,140 74,941 482,120 208,427 Total stock-based compensation expense $ 186,445 $ 79,013 $ 514,313 $ 211,745
SUMMARY OF OPTION ACTIVITY	The following table summarizes stock option activity under the Plan: SUMMARY OF OPTION ACTIVITY Number of options Weighted-average exercise price Weighted-average remaining contractual term (in years) Aggregate intrinsic value Outstanding at December 31, 2022 806,392 $ 4.33 Granted — — Exercised — — Forfeited (122,697 ) 5.86 Outstanding at September 30, 2023 683,695 $ 3.99 3.2 $ 254,225 Vested and exercisable at September 30, 2023 681,711 $ 3.99 3.2 $ 254,225
SUMMARY OF RESTRICTED STOCK AWARD	The following table summarizes restricted stock award activity under the Plan: SUMMARY OF RESTRICTED STOCK AWARD Number of restricted stock awards (RSA) Weighted-average grant price FMV on grant date Vested number of RSA Unvested number of RSA Balance at December 31, 2022 114,920 $ 3.56 $ 409,437 79,814 35,106 Granted 326,068 1.86 607,313 227,760 98,308 Forfeited (4,979 ) 2.76 (13,742 ) (4,979 ) — Balance at September 30, 2023 436,009 $ 2.30 $ 1,003,008 302,595 133,414
SCHEDULE OF FAIR VALUE ASSUMPTIONS	The following table summarizes weighted-average assumptions using the Black-Scholes option-pricing model used on the date of the options grants issued during the nine months ended September 30, 2022. No stock options have been issued during the nine months ended September 30, 2023: SCHEDULE OF FAIR VALUE ASSUMPTIONS 2023 2022 Fair value of Common Stock $ — $ 4.62 Volatility — % 63.9 % Expected term (years) — 6.0 Risk-free interest rate — % 2.20 % Dividend yield — % 0 %

NATURE OF OPERATIONS, ORGANIZ_2

NATURE OF OPERATIONS, ORGANIZATION, AND BASIS OF PRESENTATION (Details Narrative) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 42,231,315	$ 36,667,468
Cash and cash equivalents	$ 4,509,236	$ 11,413,759
Total assets, percent	44%

SCHEDULE OF PURCHASE PRICE AND

SCHEDULE OF PURCHASE PRICE AND PRELIMINARY PURCHASE PRICE ALLOCATIONS (Details)	Sep. 30, 2023 USD ($)
Accounting Policies [Abstract]
Cash	$ 2,500,000
Common Stock	1,000,000
Total net assets	3,500,000
Assets
Net working capital (including cash)	1,167,000
Property and equipment	326,000
Other assets	8,000
Customer relationships	700,000
Trade names and trademarks	150,000
Goodwill	$ 1,149,000

SCHEDULE OF POTENTIALLY DILUTIV

SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES (Details) - shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	5,333,647	5,514,717
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	683,695	806,392
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	4,649,952	4,624,952
Convertible Debt Securities [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities		83,373

SCHEDULE OF REVENUE RECOGNITION

SCHEDULE OF REVENUE RECOGNITION (Details) - USD ($)		3 Months Ended		9 Months Ended
		Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Product Information [Line Items]
Revenue related party	[1]	$ 300,236	$ 1,150	$ 320,895	$ 2,457
Revenue consolidated	[1]	298,484	1,150	319,143	2,457
Related Party [Member]
Product Information [Line Items]
Revenue related party	[1],[2]	(1,752)		(1,752)
Royalty Income [Member]
Product Information [Line Items]
Revenue related party	[2]	5,412	1,150	13,164	2,457
Revenue consolidated	[2]	4,925	1,150	12,677	2,457
Royalty Income [Member] | Related Party [Member]
Product Information [Line Items]
Revenue related party	[2]	(487)		(487)
Laboratory Services [Member]
Product Information [Line Items]
Revenue related party	[2]	7,423		10,500
Revenue consolidated	[2]	6,158		9,315
Laboratory Services [Member] | Related Party [Member]
Product Information [Line Items]
Revenue related party	[2]	(1,265)		(1,265)
Defense Study [Member]
Product Information [Line Items]
Revenue related party		4,500		14,250
Revenue consolidated		4,500		14,250
Defense Study [Member] | Related Party [Member]
Product Information [Line Items]
Revenue related party	[2]
Health Care, Patient Service [Member] | Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1]	248,654
Revenue consolidated	[1]	248,654		248,654
Health Care, Patient Service [Member] | Village Oaks Pathology Services P.A And Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1]			248,654
Health Care, Patient Service [Member] | Related Party [Member] | Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1],[2]
Health Care, Patient Service [Member] | Related Party [Member] | Village Oaks Pathology Services P.A And Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1],[2]
Histology Fees [Member] | Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1]	31,854
Revenue consolidated	[1]	31,854		31,854
Histology Fees [Member] | Village Oaks Pathology Services P.A And Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1]			31,854
Histology Fees [Member] | Related Party [Member] | Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1],[2]
Histology Fees [Member] | Related Party [Member] | Village Oaks Pathology Services P.A And Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1],[2]
Health Care, Other [Member] | Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1]	2,392
Revenue consolidated	[1]	2,393		2,393
Health Care, Other [Member] | Village Oaks Pathology Services P.A And Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1]			2,393
Health Care, Other [Member] | Related Party [Member] | Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1],[2]
Health Care, Other [Member] | Related Party [Member] | Village Oaks Pathology Services P.A And Precision Pathology Laboratories Services LLC [Member]
Product Information [Line Items]
Revenue related party	[1],[2]
[1]The three months ended revenue for PPLS and its controlling interest entity, Village Oaks, only recognizes partial period of September 19 through September 30, 2023.[2]As of September 18, 2023 (date of the Acquisition), royalty and laboratory services income agreements are considered related parties and eliminated upon consolidation.

SCHEDULE OF PROPERTY AND EQUIPM

SCHEDULE OF PROPERTY AND EQUIPMENT USEFUL LIFE (Details)	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	Lesser of lease term or useful life
Computer Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Computer Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	5 years
Computer Software [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	5 years
Furniture and Fixtures [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	5 years
Furniture and Fixtures [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	7 years
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	5 years

SCHEDULE OF INTANGIBLE ASSETS A

SCHEDULE OF INTANGIBLE ASSETS ADJUSTMENTS (Details)	9 Months Ended
	Sep. 30, 2023 USD ($)
Indefinite-Lived Intangible Assets [Line Items]
Intangible assets cost	$ 1,998,553
Amortization	(1,943)
Intangible assets net	$ 1,996,610
Goodwill [Member]
Indefinite-Lived Intangible Assets [Line Items]
Date acquired	Sep. 18, 2023
Intangible assets cost	$ 1,148,553
Amortization
Intangible assets net	$ 1,148,553
Trademarks and Trade Names [Member]
Indefinite-Lived Intangible Assets [Line Items]
Date acquired	Sep. 18, 2023
Intangible assets cost	$ 150,000
Amortization	(277)
Intangible assets net	$ 149,723
Useful life	18 years
Customer Relationships [Member]
Indefinite-Lived Intangible Assets [Line Items]
Date acquired	Sep. 18, 2023
Intangible assets cost	$ 700,000
Amortization	(1,666)
Intangible assets net	$ 698,334
Useful life	14 years

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)		3 Months Ended		9 Months Ended
	Sep. 18, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Assets net		$ 3,500,000		$ 3,500,000
Cash		2,500,000		2,500,000
Stock issued during period, value		1,000,000		1,000,000
Goodwill		1,148,553		1,148,553
Federal insured limit		250,000		250,000
Advertising expense		$ 10,000	$ 5,000	$ 43,000	$ 13,000
Common stock par value		$ 0.007		$ 0.007		$ 0.007
Amortization of intangible assets		$ 1,943	0	$ 1,943	0
Selling, General and Administrative Expenses [Member] | Revision of Prior Period, Adjustment [Member]
Reclassified patent expenses and annuity costs			$ 41,000		$ 142,000
Village O aks [Member]
Assets net	$ 3,500,000
Cash	$ 2,500,000
Shares acquisitions for common stock	564,972
Stock issued during period, value	$ 1,000,000
Liabilities assumed	321,000
Goodwill	$ 1,149,000

SCHEDULE OF ACCOUNTS RECEIVABLE

SCHEDULE OF ACCOUNTS RECEIVABLE (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Receivables [Abstract]
CyPath® Lung royalty income	$ 16,107	$ 4,803
Laboratory services	12,390
Other receivables	4,730	5,686
Purchased receivables from acquisition, net of collections	791,852
Net patient fees receivable	249,088
Histology fees	31,854
Medical director fees	2,393
Accounts and other receivable, net	$ 1,108,414	$ 10,489

SCHEDULE OF PREPAID EXPENSES AN

SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Prepaid Expenses And Other Current Assets
Prepaid insurance	$ 240,540	$ 340,078
Legal and professional	30,847	72,048
Other	111,264	119,773
Total prepaid expenses and other current assets	$ 382,651	$ 531,899

SCHEDULE OF PROPERTY AND EQUI_2

SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 848,112	$ 483,617
Accumulated depreciation	(335,960)	(269,180)
Total property and equipment, net	512,152	214,438
Lab Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	649,499	462,155
Computer and Software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	68,682	21,463
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	9,941
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 119,990

PROPERTY AND EQUIPMENT, NET (De

PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ 23,500	$ 800	$ 66,800	$ 2,900

SCHEDULE OF ACCRUED EXPENSES (D

SCHEDULE OF ACCRUED EXPENSES (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Accrued Expenses
Compensation	$ 554,511	$ 340,680
Legal and professional	18,487	144,440
Clinical	27,776	50,922
Billing fees	19,525
Other	23,487	5,852
Total accrued expenses	$ 643,786	$ 541,894

UNEARNED REVENUE (Details Narra

UNEARNED REVENUE (Details Narrative)	Sep. 30, 2023 USD ($)
Revenue Recognition and Deferred Revenue [Abstract]
Deferred revenue	$ 38,250

SCHEDULE OF COMPONENTS OF LEASE

SCHEDULE OF COMPONENTS OF LEASE EXPENSE (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Leases [Abstract]
Amortization of right-of-use  assets - finance lease	$ 32,081
Interest on lease liabilities - finance lease	8,634
Operating lease cost	9,972
Total lease cost	$ 50,687

SCHEDULE OF BALANCE SHEET INFOR

SCHEDULE OF BALANCE SHEET INFORMATION RELATING TO LEASES (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Operating lease right-of-use assets	$ 392,347
Operating lease liability, current	90,863
Operating lease liability, long-term	307,397
Finance lease right-of-use asset, gross	1,294,168
Accumulated amortization	(32,081)
Finance lease right-of-use asset, net	1,262,087
Finance lease liability, current portion	358,282
Finance lease liability, long-term	929,570
Total finance lease liabilities	$ 1,287,852
Weighted average remaining operating lease, term	3 years 9 months 29 days
Weighted average remaining finance lease, term	3 years 6 months
Operating leases	8.07%
Finance leases	8.01%

SCHEDULE OF FUTURE MINIMUM LEAS

SCHEDULE OF FUTURE MINIMUM LEASE PAYMENT UNDER NON-CANCELLABLE (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]
Remaining 2023	$ 28,431
2024	121,726
2025	121,726
2026	121,726
2027 and thereafter	71,007
Total undiscounted cash flows	464,616
Less discounting	(66,356)
Present value of lease liabilities	398,260
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]
Remaining 2023	112,126
2024	448,505
2025	448,505
2026	270,395
2027 and thereafter	202,970
Total undiscounted cash flows	1,482,501
Less discounting	(194,649)
Present value of lease liabilities	$ 1,287,852

LEASES (Details Narrative)

LEASES (Details Narrative)	Sep. 30, 2023
Operating lease, remaining lease term	3 years 9 months 29 days
Minimum [Member]
Finance lease, remaining lease term	2 years 6 months
Imputed interest, rate	8.01%
Maximum [Member]
Finance lease, remaining lease term	4 years 3 months
Imputed interest, rate	8.07%

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Rent expense	$ 35,000	$ 15,000	$ 88,000	$ 41,000

COMMON STOCK (Details Narrative

COMMON STOCK (Details Narrative) - $ / shares	9 Months Ended
	Sep. 30, 2023	Jun. 06, 2023	Jun. 05, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, shares authorized	25,000,000	25,000,000	14,285,715	14,285,714
Common stock par value	$ 0.007			$ 0.007
Shares issued	9,350,297
Common stock, shares issued	9,216,883			8,381,324
Restricted Stock Units Unvested [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, shares issued	133,414

SUMMARY OF STOCK-BASED COMPENSA

SUMMARY OF STOCK-BASED COMPENSATION EXPENSE RECOGNIZED FOR STOCK OPTION AWARDS (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 186,445	$ 79,013	$ 514,313	$ 211,745
Research and Development Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	10,304	4,072	32,193	3,318
Selling, General and Administrative Expenses [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 181,140	$ 74,941	$ 482,120	$ 208,427

SUMMARY OF OPTION ACTIVITY (Det

SUMMARY OF OPTION ACTIVITY (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options Granted	0	7,142
Options Exercised	0	64,848
Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options Outstanding, beginning balance	806,392
Weighted-Average Exercise Price Outstanding, beginning balance	$ 4.33
Options Granted	0
Weighted-Average Exercise Price, Granted
Options Exercised	0
Weighted-Average Exercise Price, Exercised
Options, Forfeited	(122,697)
Weighted-Average Exercise Price,Forfeited	$ 5.86
Options Outstanding, ending balance	683,695
Weighted-Average Exercise Price Outstanding, ending balance	$ 3.99
Weighted- Average Remaining Contractual Term, Outstanding	3 years 2 months 12 days
Aggregate Intrinsic Value Outstanding, ending balance	$ 254,225
Options, Vested and exercisable	681,711
Weighted-Average Exercise Price, Vested and exercisable	$ 3.99
Weighted- Average Remaining Contractual Term, Vested and exercisable	3 years 2 months 12 days
Aggregate Intrinsic Value, Vested and exercisable	$ 254,225

SUMMARY OF RESTRICTED STOCK AWA

SUMMARY OF RESTRICTED STOCK AWARD (Details) - $ / shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock awards, Granted	0	7,142
Vested number of RSA, Forfeited	(227,760)
Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock awards, Granted	0
Restricted Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vested number of RSA, Forfeited	(42,825)
Restricted Stock [Member] | Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock awards, Beginning Balance	114,920
Weighted-average grant price, Beginning Balance	$ 3.56
FMV on grant date, Beginning Balance	409,437
Vested number of RSA, Beginning Balance	79,814
Unvested number of RSA, Beginning Balance	35,106
Restricted stock awards, Granted	326,068
Weighted-average grant price, Granted	$ 1.86
FMV on grant date, Granted	607,313
Vested number of RSA, Granted	227,760
Unvested number of RSA, Granted	98,308
Restricted stock awards, Forfeited	(4,979)
Weighted-average grant price, Forfeited	$ 2.76
FMV on grant date, Forfeited	(13,742)
Vested number of RSA, Forfeited	(4,979)
Unvested number of RSA, Forfeited
Restricted stock awards, Ending Balance	436,009
Weighted-average grant price, Ending Balance	$ 2.30
FMV on grant date, Ending Balance	1,003,008
Vested number of RSA, Ending Balance	302,595
Unvested number of RSA, Ending Balance	133,414

SCHEDULE OF FAIR VALUE ASSUMPTI

SCHEDULE OF FAIR VALUE ASSUMPTIONS (Details)	9 Months Ended
	Sep. 30, 2022 $ / shares
Share-Based Payment Arrangement [Abstract]
Fair value of Common Stock	$ 4.62
Volatility	63.90%
Expected term (in years)	6 years
Risk-free interest rate	2.20%
Dividend yield	0%

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Jun. 30, 2023	Jun. 06, 2023	Jun. 05, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant option, outstanding			2,000,000
Common stock, shares authorized	25,000,000			25,000,000	14,285,715	14,285,714
Unrecognized compensation	$ 0
Options exercised, shares	0	64,848
Proceeds from stock options, exercised		$ 74,900
Grant date fair value of options granted	0	7,142
Weighted-average grant date fair value of options granted		$ 2.84
Restricted stock awards	227,760
Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options exercised, shares	0
Grant date fair value of options granted	0
Restricted Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock awards	42,825
Restricted Stock [Member] | Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant date fair value of options granted	326,068
Restricted stock awards	4,979
Restricted Stock Units (RSUs) [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant date fair value of options granted		14,999
Unissued shares		21,000
Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, shares authorized				1,142,857
Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, shares authorized				2,000,000

WARRANTS (Details Narrative)

WARRANTS (Details Narrative) - $ / shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 17, 2023	Dec. 31, 2022
Warrant outstanding	4,649,952			4,649,952
Warrant [Member]
Weighted average exercise price	$ 5.03			$ 5.03
Exercise of warrants	0	1,036,486
Tradeable Warrant [Member]
Warrant outstanding			73,568
Non-Tradeable Warrant [Member]
Warrant outstanding			73,568
Pre-IPO Warrant [Member]
Warrant outstanding			1,109,475