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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Lucid Diagnostics Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 13, 2025 LUCID DIAGNOSTICS INC. |
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| August 13, 2025 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Reports Second Quarter 2025 Financial Results Processed 2,756 EsoGuard® tests and recognized 2Q25 revenue of $1.2 million, ending quarter with over $30 million in proforma cash and extending runway well past upcoming reimbursement milestones Multi-Jurisdictional Contractor Advisory Committee (CAC) meeting on Medicare Local Coverage Determ |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| June 18, 2025 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 18, 2025 LUCID DIAGNOSTICS INC. |
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| June 3, 2025 |
Lucid Diagnostics Inc. 36,975,000 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-287496 PROSPECTUS Lucid Diagnostics Inc. 36,975,000 Shares of Common Stock This prospectus relates to the potential offer and sale from time to time of up to 36,975,000 shares of our common stock, par value $0.001 per share, by the selling stockholders identified in “Selling Stockholders” below. In November 2024, we closed on the sale of $21.97 |
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| May 30, 2025 |
Up to $25,000,000 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-268560 PROSPECTUS SUPPLEMENT (to Prospectus dated December 6, 2022) Up to $25,000,000 Common Stock We have entered into a Sales Agreement, or the “sales agreement,” with Maxim Group LLC, or “Maxim,” relating to shares of our common stock, $0.001 par value per share, offered by this prospectus supplement and the accompanying base prospectus. In |
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| May 30, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 30, 2025 LUCID DIAGNOSTICS INC. |
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| May 30, 2025 |
Exhibit 1.1 LUCID DIAGNOSTICS INC. Shares of Common Stock (par value $0.001 per share) Sales Agreement May 30, 2025 Maxim Group LLC 300 Park Avenue, 16th Floor New York, New York 10022 Ladies and Gentlemen: Lucid Diagnostics Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Maxim Group LLC (the “Agent”), as follows: 1. Issuance and Sale of Shares. The Com |
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| May 27, 2025 |
Lucid Diagnostics Inc. 360 Madison Avenue, 25th Floor New York, New York 10017 (917) 813-1828 May 27, 2025 VIA EDGAR Division of Corporation Finance Office of Industrial Applications and Services Securities and Exchange Commission 100 F St. N.E. Washington, D.C. 20549 Attention: Juan Grana Re: Lucid Diagnostics Inc. Registration Statement on Form S-3 Originally Filed May 22, 2025 File No. 333-2874 |
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| May 22, 2025 |
Exhibit 107 Calculation of Filing Fee Table FORM S-3 (Form Type) LUCID DIAGNOSTICS INC. |
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| May 22, 2025 |
As filed with the Securities and Exchange Commission on May 21, 2025 As filed with the Securities and Exchange Commission on May 21, 2025 Registration No. |
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| May 14, 2025 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Reports First Quarter 2025 Financial Results Processed 3,034 EsoGuard® tests and recognized revenue of $0.8 million in 1Q25 Secured capital to extend runway well past key upcoming reimbursement milestones; ended 1Q25 with over $40 million in proforma cash Conference call and webcast to be held today, May 14th, at 8:30 AM EDT NEW YORK, May |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 14, 2025 LUCID DIAGNOSTICS INC. |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 25, 2025 |
Exhibit 16.1 April 25, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Lucid Diagnostics Inc. under Item 4.01 of its Form 8-K dated April 25, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Lucid Diagnostics Inc. containe |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 23, 2025 LUCID DIAGNOSTICS INC. |
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| April 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 11, 2025 |
Regulation FD Disclosure, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 11, 2025 LUCID DIAGNOSTICS INC. |
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| April 11, 2025 |
Lucid Diagnostics Announces Closing of Public Offering of Common Stock Exhibit 99.1 Lucid Diagnostics Announces Closing of Public Offering of Common Stock NEW YORK, April 11, 2025 - Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid” or the “Company”), a commercial-stage, cancer prevention medical diagnostics company, and subsidiary of PAVmed Inc. (Nasdaq: PAVM), today announced the closing of its previously announced underwritten public offering of 14,375,000 shares of i |
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| April 10, 2025 |
Lucid Diagnostics Announces Pricing of Public Offering of Common Stock Exhibit 99.2 Lucid Diagnostics Announces Pricing of Public Offering of Common Stock NEW YORK, April 9, 2025 - Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid” or the “Company”), a commercial-stage, cancer prevention medical diagnostics company, and subsidiary of PAVmed Inc. (Nasdaq: PAVM), today announced the pricing of its underwritten public offering of 12,500,000 shares of its common stock at a p |
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| April 10, 2025 |
12,500,000 Shares Lucid Diagnostics Inc. Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-268560 Prospectus Supplement (To Prospectus dated December 6, 2022) 12,500,000 Shares Lucid Diagnostics Inc. Common Stock We are offering 12,500,000 shares of our common stock pursuant to this prospectus supplement and the accompanying base prospectus. Our common stock is listed for trading on the Capital Market of the Nasdaq Stock Market, or “ |
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| April 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 9, 2025 LUCID DIAGNOSTICS INC. |
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| April 10, 2025 |
Exhibit 1.1 12,500,000 Shares LUCID DIAGNOSTICS INC. Common Stock, $0.001 par value per share UNDERWRITING AGREEMENT April 9, 2025 CANACCORD GENUITY LLC As Representative of the several Underwriters named in Schedule I hereto c/o Canaccord Genuity LLC One Post Office Square, Suite 3000 Boston, MA 02109 Ladies and Gentlemen: Lucid Diagnostics Inc., a Delaware corporation (the “Company”) proposes to |
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| April 10, 2025 |
Lucid Diagnostics Announces Proposed Public Offering of Common Stock Exhibit 99.1 Lucid Diagnostics Announces Proposed Public Offering of Common Stock NEW YORK, April 9, 2025 - Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid” or the “Company”), a commercial-stage, cancer prevention medical diagnostics company, and subsidiary of PAVmed Inc. (Nasdaq: PAVM), today announced its intention to offer shares of common stock through an underwritten public offering. The Compan |
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| April 9, 2025 |
SUBJECT TO COMPLETION, DATED APRIL 9, 2025 The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. SUBJECT TO COMPLETION, DATED APR |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 24, 2025 LUCID DIAGNOSTICS INC. |
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| March 25, 2025 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Reports Fourth Quarter and Full Year 2024 Financial Results Processed a record 4,042 EsoGuard tests in 4Q24, a 45% sequential and 84% annual increase Recognized EsoGuard revenue of $1.2 million in 4Q24 New sales channel generated over 20 new cash-pay concierge medicine contracts Secured first agreement to pay for EsoGuard under state biom |
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| March 24, 2025 |
Exhibit 10.2.2 FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT Case Western Reserve University – Lucid Diagnostics Inc. This First Amendment to Amended and Restated License Agreement (hereinafter “First Amendment”) entered into effective as of February 15, 2024 (“First Amendment Effective Date”) by and between Case Western Reserve University, an Ohio non-profit corporation, having a prin |
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| March 24, 2025 |
Exhibit 14.1 LUCID DIAGNOSTICS INC. CODE OF ETHICS (As Adopted as of October 14, 2021) 1. Introduction The Board of Directors (the “Board”) of Lucid Diagnostics Inc. (the “Company”) has adopted this code of ethics (this “Code”), which is applicable to all directors, officers, and employees (each a “person,” as used herein) of the Company, with the intent to: ● promote honest and ethical conduct, i |
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| March 24, 2025 |
Exhibit 19.1 LUCID DIAGNOSTICS INC. INSIDER TRADING POLICY (Amended as of November 2, 2022) The Board of Directors of Lucid Diagnostics Inc. (“Company”) has adopted this Insider Trading Policy (this “Policy”) for directors, officers, employees and consultants of the Company and its subsidiaries with respect to the trading of the Company’s securities, as well as the securities of publicly-traded co |
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| March 24, 2025 |
Exhibit 21.1 List of Subsidiaries of the Registrant (Lucid Diagnostics Inc. DE - 82-5488042) Subsidiary Legal Entity Name State of Incorporation LucidDx Labs Inc. (87-41661458) Delaware - Wholly-Owned Subsidiary of Lucid Diagnostics Inc. Incorporated November 21, 2021 CapNostics LLC (84-4876240) North Carolina - Wholly-Owned Subsidiary of Lucid Diagnostics Inc. (Established January 20, 2020) |
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| March 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| March 24, 2025 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Lucid Diagnostics Inc. (“Lucid,” the “Company” or “we,” “us” or “our”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): common stock, $0.001 par value per share. The c |
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| March 24, 2025 |
Exhibit 10.2.3 SECOND AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT Case Western Reserve University – Lucid Diagnostics Inc. This Second Amendment to Amended and Restated License Agreement (hereinafter “Second Amendment”) entered into effective as of November 7, 2024 (“Second Amendment Effective Date”) by and between Case Western Reserve University, an Ohio non-profit corporation, having a p |
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| March 5, 2025 |
13,939,331 Shares Lucid Diagnostics Inc. Common Stock Prospectus Supplement Filed pursuant to Rule 424(b)(5) (To Prospectus dated December 6, 2022) Registration No. |
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| March 5, 2025 |
Regulation FD Disclosure, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 5, 2025 LUCID DIAGNOSTICS INC. |
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| March 5, 2025 |
Lucid Diagnostics Announces Closing of $15.3 Million Registered Direct Offering Exhibit 99.1 Lucid Diagnostics Announces Closing of $15.3 Million Registered Direct Offering NEW YORK, March 5, 2025 - Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid” or the “Company”), a commercial-stage, cancer prevention medical diagnostics company, and subsidiary of PAVmed Inc. (Nasdaq: PAVM), today announced the closing of its previously announced registered direct offering of 13,939,331 share |
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| March 4, 2025 |
Form of Subscription Agreement. Exhibit 10.1 Subscription Agreement This subscription agreement (this “Subscription”) is made as of the date set forth on the signature page hereto, by and between the investor identified on the signature page hereto (the “Investor”) and Lucid Diagnostics Inc., a Delaware corporation (the “Company”). WHEREAS, the Company desires to sell, and the Investor desires to purchase shares of the Company’s |
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| March 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 4, 2025 LUCID DIAGNOSTICS INC. |
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| March 4, 2025 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 4, 2025 LUCID DIAGNOSTICS INC. |
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| March 4, 2025 |
Exhibit 1.1 Execution Version PLACEMENT AGENCY AGREEMENT March 4, 2025 Canaccord Genuity LLC 1 Post Office Square 30th Floor Boston, Massachusetts 02109 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Lucid Diagnostics Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of 5,175,685 shares (the “Placement Shares” |
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| March 4, 2025 |
Lucid Diagnostics Announces $15.3 Million Registered Direct Offering Exhibit 99.1 Lucid Diagnostics Announces $15.3 Million Registered Direct Offering NEW YORK, March 4, 2025 - Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid” or the “Company”), a commercial-stage, cancer prevention medical diagnostics company, and subsidiary of PAVmed Inc. (Nasdaq: PAVM), today announced that it has entered into subscription agreements with certain accredited investors to sell 13,939 |
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| February 25, 2025 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 24, 2025 LUCID DIAGNOSTICS INC. |
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| January 31, 2025 |
As filed with the Securities and Exchange Commission on January 31, 2025 As filed with the Securities and Exchange Commission on January 31, 2025 Registration No. |
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| January 31, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Lucid Diagnostics Inc. |
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| January 31, 2025 |
As filed with the Securities and Exchange Commission on January 31, 2025 As filed with the Securities and Exchange Commission on January 31, 2025 Registration No. |
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| January 31, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Lucid Diagnostics Inc. |
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| December 20, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 19, 2024 LUCID DIAGNOSTICS INC. |
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| December 12, 2024 |
(R1933) / PAVmed Inc. Activist Investment SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Lucid Diagnostics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 54948X 109 (CUSIP Number) Lishan Aklog, M.D. Chairman and Chief Executive Officer, PAVmed Inc. 360 Madison Avenue, 2 |
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| November 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 22, 2024 LUCID DIAGNOSTICS INC. |
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| November 29, 2024 |
Form of Registration Rights Agreement. Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of the date set forth on the Company’s signature page hereto (the “Effective Date”) between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and the persons who have executed a signature page hereto (each, a “Purchaser” and collectively, the “Purchas |
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| November 29, 2024 |
Form of 2024 Convertible Note. Exhibit 4.1 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAI |
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| November 29, 2024 |
Form of Securities Purchase Agreement. Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November , 2024, is by and among Lucid Diagnostics Inc., a Delaware corporation with offices located at 360 Madison Avenue, 25th Floor, New York, NY 10017 (the “Company”), each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “ |
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| November 29, 2024 |
Exhibit 10.4 SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of November , 2024 (this “Agreement”), made by Lucid Diagnostics Inc., a Delaware corporation with offices located at 360 Madison Avenue, 25th Floor, New York, NY 10017 (the “Company”), and each of the undersigned direct and indirect Subsidiaries of the Company from time to time, if any (each a “Grantor” and togethe |
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| November 29, 2024 |
Exhibit 10.3 GUARANTY This GUARANTY, dated as of November , 2024 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [], in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each as defined below). W I T N E S |
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| November 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 12, 2024 LUCID DIAGNOSTICS INC. |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 13, 2024 LUCID DIAGNOSTICS INC. |
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| November 13, 2024 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Third Quarter 2024 Financial Results EsoGuard® revenue up 20 percent sequentially Clinical evidence package for Medicare coverage submission complete Direct contracting initiative expanded to multiple programs to drive near-term revenue growth Conference call and webcast to be held today, November 13th at 8:30 AM EST NEW YORK, November 13 |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 8, 2024 LUCID DIAGNOSTICS INC. |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| August 12, 2024 |
Exhibit 10.2 NINTH AMENDMENT TO MANAGEMENT SERVICES AGREEMENT Reference is made to the Management Services Agreement (as amended from time to time, the “Agreement”; capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement), dated as of May 12, 2018, by and between PAVmed Inc., a Delaware corporation (“PAVmed”) and Lucid Diagnostics Inc., a Delaware corporati |
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| August 12, 2024 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Second Quarter 2024 Financial Results EsoGuard® test volume increased 31 percent quarterly; 44 percent annually Clinical data now well-positioned for final push towards broad coverage and reimbursement Over 50 high-volume #CheckYourFoodTube Precancer Testing Events in 2Q24, including first with upfront contracted payment Conference call a |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 12, 2024 LUCID DIAGNOSTICS INC. |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| July 24, 2024 |
Certificate of Amendment to Certificate of Incorporation, dated July 23, 2024. Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF LUCID DIAGNOSTICS INC. Pursuant to Section 242 of the General Corporation Law of Delaware The undersigned Chairman of the Board and Chief Executive Officer of Lucid Diagnostics Inc. (the “Corporation”) does hereby certify: FIRST: The name of the Corporation is Lucid Diagnostics Inc. SECOND: The certificate of incorporation of |
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| July 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 23, 2024 LUCID DIAGNOSTICS INC. |
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| July 19, 2024 |
Lucid Diagnostics Inc. 72,355,496 Shares of Common Stock Prospectus Filed Pursuant to Rule 424(b)(3) Registration No. 333-280650 Lucid Diagnostics Inc. 72,355,496 Shares of Common Stock This prospectus relates to the potential offer and sale from time to time of 72,355,496 shares of our common stock, par value $0.001 per share, by the selling stockholders identified in “Selling Stockholders” below. In March 2024, we sold 44,285 shares of newly designate |
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| July 15, 2024 |
Lucid Diagnostics Inc. 360 Madison Avenue, 25th Floor New York, New York 10017 (917) 813-1828 Lucid Diagnostics Inc. 360 Madison Avenue, 25th Floor New York, New York 10017 (917) 813-1828 July 15, 2024 VIA EDGAR Division of Corporation Finance Office of Industrial Applications and Services Securities and Exchange Commission 100 F St. N.E. Washington, D.C. 20549 Attention: Conlon Danberg Re: Lucid Diagnostics Inc. Registration Statement on Form S-3 Originally Filed July 1, 2024 File No. 333 |
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| July 12, 2024 |
Form of Subscription Agreement for the Series B Preferred Stock offering. Exhibit 10.4 EXHIBIT A SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT Lucid Diagnostics Inc. 360 Madison Avenue 25th Floor New York, New York 10017 Ladies and Gentlemen: 1. Subscription. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Lucid Diagnostics Inc., a Delaware corporation (the “Company”), shares of the Company’s Series B Converti |
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| July 12, 2024 |
Form of Subscription Agreement for the Series B-1 Preferred Stock offering. Exhibit 10.5 EXHIBIT A SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT Lucid Diagnostics Inc. 360 Madison Avenue 25th Floor New York, New York 10017 Ladies and Gentlemen: 1. Subscription. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from Lucid Diagnostics Inc., a Delaware corporation (the “Company”), shares of the Company’s Series B-1 Conver |
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| July 12, 2024 |
As filed with the Securities and Exchange Commission on July 12, 2024 As filed with the Securities and Exchange Commission on July 12, 2024 Registration No. |
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| July 8, 2024 |
LUCD / Lucid Diagnostics Inc. / Ayrton Capital LLC Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* LUCID DIAGNOSTICS INC. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 54948X109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| July 1, 2024 |
As filed with the Securities and Exchange Commission on July 1, 2024 As filed with the Securities and Exchange Commission on July 1, 2024 Registration No. |
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| July 1, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-3 (Form Type) LUCID DIAGNOSTICS INC. |
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| June 21, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2024 LUCID DIAGNOSTICS INC. |
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| June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 24, 2024 LUCID DIAGNOSTICS INC. |
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| May 24, 2024 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 24, 2024 LUCID DIAGNOSTICS INC. |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 13, 2024 LUCID DIAGNOSTICS INC. |
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| May 14, 2024 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and First Quarter 2024 Financial Results Quarterly EsoGuard® test volume increased 10 percent Strengthened balance sheet following completion of $29.8 million Series B Preferred Stock Offering MolDX pre-submission meeting scheduled for July 17, 2024 Conference call and webcast to be held today, May 13th at 8:30 AM EDT NEW YORK, May 13, 2024 - |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| May 7, 2024 |
Form of Registration Rights Agreement for Series B-1 Preferred Stock offering. Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of the date set forth on the Company’s signature page hereto (the “Effective Date”) between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and the persons who have executed a signature page hereto (each, a “Purchaser” and collectively, the “Purchas |
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| May 7, 2024 |
Exhibit 3.1 LUCID DIAGNOSTICS INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B-1 CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Lishan Aklog, does hereby certify that: 1. He is the Chief Executive Officer of Lucid Diagnostics Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is author |
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| May 7, 2024 |
Exhibit 99.1 Lucid Diagnostics Closes Series B / B-1 Preferred Stock Offering and Appoints Healthcare Industry Veteran Dennis Matheis to Board of Directors Final closing yields total gross proceeds of $29.8 million from offering Mr. Matheis serves as President and CEO of Sentara Health, one of the largest not-for-profit integrated health systems in the U.S., which encompasses hospitals, a physicia |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 1, 2024 LUCID DIAGNOSTICS INC. |
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| May 2, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 2, 2024 LUCID DIAGNOSTICS INC. |
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| May 2, 2024 |
Exhibit 99.1 Lucid Diagnostics Announces Peer-Reviewed Publication of Positive Data from National Cancer Institute-Sponsored, Prospective, Multicenter Clinical Validation Study of EsoGuard® Esophageal Precancer Testing EsoGuard demonstrated unprecedented early precancer detection, including 89% sensitivity at detecting short segment early precancer, the primary target of esophageal precancer testi |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| March 25, 2024 |
Exhibit 21.1 List of Subsidiaries of the Registrant (Lucid Diagnostics Inc. DE - 82-5488042) State of Subsidiary Legal Entity Name Incorporation LucidDx Labs Inc. (87-41661458) Delaware - Wholly-Owned Subsidiary of Lucid Diagnostics Inc. Incorporated November 21, 2021 CapNostics LLC (84-4876240) North Carolina - Wholly-Owned Subsidiary of Lucid Diagnostics Inc. (Established January 20, 2020) |
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| March 25, 2024 |
Amendment to Employment Agreement with Shaun O’Neil Exhibit 10.12.2 AMENDMENT TO EMPLOYMENT AGREEMENT Reference is made to the Employment Agreement (as amended from time to time, the “Agreement”; capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement), dated as of March 21, 2022, by and between Lucid Diagnostics Inc., a Delaware corporation (“Company”) and Shaun O’Neil (“Executive”). WHEREAS, Executive has |
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| March 25, 2024 |
Exhibit 10.4.9 EIGHTH AMENDMENT TO MANAGEMENT SERVICES AGREEMENT Reference is made to the Management Services Agreement (as amended from time to time, the “Agreement”; capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement), dated as of May 12, 2018, by and between PAVmed Inc., a Delaware corporation (“PAVmed”) and Lucid Diagnostics Inc., a Delaware corpor |
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| March 25, 2024 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, Lucid Diagnostics Inc. (“Lucid,” the “Company” or “we,” “us” or “our”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): common stock, $0.001 par value per share. The c |
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| March 25, 2024 |
Form of Compensation Clawback Policy Exhibit 97.1 LUCID DIAGNOSTICS INC. COMPENSATION CLAWBACK POLICY Effective as of January 29, 2024 Introduction The Board of Directors (the “Board”) of Lucid Diagnostics Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance |
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| March 14, 2024 |
Form of Registration Rights Agreement for Series B Preferred Stock offering. Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of the date set forth on the Company’s signature page hereto (the “Effective Date”) between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and the persons who have executed a signature page hereto (each, a “Purchaser” and collectively, the “Purchas |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 13, 2024 LUCID DIAGNOSTICS INC. |
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| March 14, 2024 |
Exhibit 3.2 LUCID DIAGNOSTICS INC. CERTIFICATE OF AMENDMENT To CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A-1 CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Lishan Aklog, does hereby certify that: 1. He is the Chairman of the Board and Chief Executive Officer of Lucid Diagnostics Inc., a Delaware corpora |
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| March 14, 2024 |
Certificate of Designation of Preferences, Rights and Limitations of Series B Preferred Stock. Exhibit 3.1 LUCID DIAGNOSTICS INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Lishan Aklog, does hereby certify that: 1. He is the Chief Executive Officer of Lucid Diagnostics Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is authoriz |
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| March 14, 2024 |
Exhibit 10.1 EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”) is dated as of the date set forth on the Company’s signature page hereto, by and among Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and the undersigned holder (the “Holder”) of the Company’s Series A Convertible Preferred Stock, par value $0.001 per share (the “Series A Tranche 1 Preferred”), and/or Serie |
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| February 20, 2024 |
LUCD / Lucid Diagnostics Inc. / PAVmed Inc. Activist Investment SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Lucid Diagnostics Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 54948X 109 (CUSIP Number) Lishan Aklog, M.D. Chairman and Chief Executive Officer, PAVmed Inc. 360 Madison Avenue, 2 |
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| February 14, 2024 |
US54948X1090 / COMMON STOCK / Ayrton Capital LLC Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 0)* LUCID DIAGNOSTICS INC. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 54948X109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des |
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| February 6, 2024 |
As filed with the Securities and Exchange Commission on February 6, 2024 S-8 1 forms-8.htm As filed with the Securities and Exchange Commission on February 6, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LUCID DIAGNOSTICS INC. (Exact name of registrant as specified in its charter) Delaware 82-5488042 (State or other jurisdiction of (I.R.S. Employer incor |
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| February 6, 2024 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Lucid Diagnostics Inc. |
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| February 6, 2024 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Lucid Diagnostics Inc. |
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| February 6, 2024 |
As filed with the Securities and Exchange Commission on February 6, 2024 As filed with the Securities and Exchange Commission on February 6, 2024 Registration No. |
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| February 2, 2024 |
LUCD / Lucid Diagnostics Inc. / PAVmed Inc. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 30, 2024 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 26, 2024 LUCID DIAGNOSTICS INC. |
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| November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 27, 2023 LUCID DIAGNOSTICS INC. |
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| November 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 21, 2023 LUCID DIAGNOSTICS INC. |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 13, 2023 LUCID DIAGNOSTICS INC. |
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| November 14, 2023 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Third Quarter Financial Results Quarterly EsoGuard® test volume and revenue increased 17 percent and 392 percent sequentially, respectively Conference call and webcast to be held tomorrow, November 14th at 8:30 AM EST NEW YORK, November 13, 2023 - Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid” or the “Company”) a commercial-stage, cancer |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 6, 2023 LUCID DIAGNOSTICS INC. |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| October 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 17, 2023 LUCID DIAGNOSTICS INC. |
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| October 18, 2023 |
Exhibit 3.1 LUCID DIAGNOSTICS INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A-1 CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Lishan Aklog, does hereby certify that: 1. He is the Chief Executive Officer of Lucid Diagnostics Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is author |
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| October 18, 2023 |
Form of Registration Rights Agreement. Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of the date set forth on the Company’s signature page hereto (the “Effective Date”) between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and the persons who have executed a signature page hereto (each, a “Purchaser” and collectively, the “Purchas |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| June 21, 2023 |
Certificate of Amendment to Certificate of Incorporation, dated June 21, 2023 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF LUCID DIAGNOSTICS INC. Pursuant to Section 242 of the General Corporation Law of Delaware The undersigned Chairman and Chief Executive Officer of Lucid Diagnostics Inc. (the “Corporation”) does hereby certify: FIRST: The name of the Corporation is Lucid Diagnostics Inc. SECOND: The certificate of incorporation of the Corporati |
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| June 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2023 LUCID DIAGNOSTICS INC. |
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| June 1, 2023 |
Lucid Diagnostics Inc. 25,688,308 Shares of Common Stock Prospectus Filed Pursuant to Rule 424(b)(3) Registration No. 333-272132 Lucid Diagnostics Inc. 25,688,308 Shares of Common Stock This prospectus relates to the potential offer and sale from time to time of 25,688,308 shares of our common stock, par value $0.001 per share, by the selling stockholder as set forth in “Selling Stockholder” below. On March 21, 2023, pursuant to a securities purchase ag |
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| May 26, 2023 |
Lucid Diagnostics Inc. 360 Madison Avenue, 25th Floor New York, New York 10017 Lucid Diagnostics Inc. 360 Madison Avenue, 25th Floor New York, New York 10017 212-949-4319 May 26, 2023 VIA EDGAR Division of Corporation Finance Office of Industrial Applications and Services Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jessica Ansart Re: Lucid Diagnostics Inc. Registration Statement on Form S-3 Filed May 23, 2023 File No. 333-272132 La |
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| May 23, 2023 |
As filed with the Securities and Exchange Commission on May 22, 2023 As filed with the Securities and Exchange Commission on May 22, 2023 Registration No. |
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| May 23, 2023 |
Exhibit 107 Calculation of Filing Fee Table FORM S-3 (Form Type) LUCID DIAGNOSTICS INC. |
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| May 15, 2023 |
Exhibit 10.7 SEVENTH AMENDMENT TO MANAGEMENT SERVICES AGREEMENT Reference is made to the Management Services Agreement (as amended from time to time, the “Agreement”; capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement), dated as of May 12, 2018, by and between PAVmed Inc., a Delaware corporation (“PAVmed”) and Lucid Diagnostics Inc., a Delaware corpora |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 3, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 31, 2023 LUCID DIAGNOSTICS INC. |
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| April 3, 2023 |
Exhibit 99.1 Lucid Diagnostics Provides Update on Newly Published Future Effective Medicare Local Coverage Determination on Molecular Testing for Detection of Esophageal Precancer and Cancer Foundational LCD, to be effective May 14, 2023, incorporates key feedback to 2022 draft, including updated guidelines recommending non-endoscopic biomarker testing Lucid positioned to submit EsoGuard for Techn |
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| March 24, 2023 |
Form of Registration Rights Agreement Exhibit 10.1 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 21, 2023, is by and among Lucid Diagnostics Inc., a Delaware corporation with offices located at 360 Madison Avenue, 25th Floor, New York, NY 10017 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connecti |
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| March 24, 2023 |
Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1) EX-1 2 ex1.htm Exhibit 1 Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, $0.001 par value, of Lucid Diagnostics Inc., beneficially owned by them, together with any or all amendments thereto, when and if appropriate |
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| March 24, 2023 |
Exhibit 10.2 VOTING AGREEMENT AND STOCKHOLDER CONSENT VOTING AGREEMENT, dated as of March 21, 2023 (this “Agreement”), by and between Lucid Diagnostics Inc., a Delaware corporation with offices located at 360 Madison Avenue, 25th Floor, New York, NY 10017 (the “Company”) and PAVmed Inc., a Delaware corporation with offices located at 360 Madison Avenue, 25th Floor, New York, NY 10017 (the “Stockho |
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| March 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 21, 2023 LUCID DIAGNOSTICS INC. |
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| March 24, 2023 |
US54948X1090 / COMMON STOCK / Ayrton Capital LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| March 23, 2023 |
Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1) EX-1 2 ex1.htm Exhibit 1 Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, $0.001 par value, of Lucid Diagnostics Inc., beneficially owned by them, together with any or all amendments thereto, when and if appropriate |
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| March 23, 2023 |
US54948X1090 / COMMON STOCK / Ayrton Capital LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| March 14, 2023 |
Form of Stock Option Agreement. Exhibit 10.9 LUCID DIAGNOSTICS INC. 2018 LONG-TERM INCENTIVE EQUITY PLAN STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT is made as of the Grant Date by and between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and Grantee. WHEREAS, pursuant to the terms and conditions of the Company’s 2018 Long-Term Incentive Equity Plan (the “Plan”), the Compensation Committee (the “Committe |
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| March 14, 2023 |
Exhibit 10.3 GUARANTY This GUARANTY, dated as of March , 2023 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securit |
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| March 14, 2023 |
Exhibit 10.2 SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of March , 2023 (this “Agreement”), made by Lucid Diagnostics Inc., a Delaware corporation with offices located at 360 Madison Avenue, 25th Floor, New York, NY 10017 (the “Company”), and each of the undersigned direct and indirect Significant Subsidiaries of the Company from time to time, if any (each a “Grantor” an |
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| March 14, 2023 |
Description of Registrant’s Securities Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Lucid Diagnostics Inc. (“Lucid,” the “Company” or “we,” “us” or “our”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): common stock, $0.001 par value per share. The c |
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| March 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 13, 2023 LUCID DIAGNOSTICS INC. |
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| March 14, 2023 |
Exhibit 10.18 TERMINATION AGREEMENT This Termination Agreement (this “Termination Agreement”) is entered as of February 10, 2023 (the “Effective Date”), by and among ResearchDx, Inc., a California corporation (“ResearchDx”), Lucid Diagnostics Inc., a Delaware corporation (“Lucid Diagnostics”), and LucidDx Labs Inc., a Delaware corporation (“LucidDx Labs”). Each of ResearchDx, Lucid Diagnostics and |
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| March 14, 2023 |
Exhibit 10.5 PAYROLL AND BENEFIT EXPENSE REIMBURSEMENT agreement This Payroll and Benefit Expense Reimbursement Agreement, dated as of November 30, 2022 (this “Agreement”), is by and between PAVmed Inc., a Delaware corporation (“PAVmed”), and Lucid Diagnostics Inc., a Delaware corporation (“Lucid Diagnostics”). WHEREAS, Lucid Diagnostics is a subsidiary of PAVmed; and WHEREAS, PAVmed desires to pa |
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| March 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| March 14, 2023 |
EX-14.1 8 ex14-1.htm Exhibit 14.1 LUCID DIAGNOSTICS INC. CODE OF ETHICS (As Adopted as of October 14, 2021) 1. Introduction The Board of Directors (the “Board”) of Lucid Diagnostics Inc. (the “Company”) has adopted this code of ethics (this “Code”), which is applicable to all directors, officers, and employees (each a “person,” as used herein) of the Company, with the intent to: ● promote honest a |
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| March 14, 2023 |
Form of Senior Secured Convertible Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED CONVERTIBLE NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) |
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| March 14, 2023 |
Form of Securities Purchase Agreement Exhibit 10.1 EXECUTION COPY SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2023, is by and among Lucid Diagnostics Inc., a Delaware corporation with offices located at 360 Madison Avenue, 25th Floor, New York, NY 10017 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and c |
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| March 14, 2023 |
Employment Agreement with Michael Gordon EX-10.16 6 ex10-16.htm Exhibit 10.16 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) dated as of April 18, 2022 is entered into between Michael Gordon (“Executive”), and Lucid Diagnostics Inc., a Delaware corporation having its principal office at One Grand Central Place, Suite 4600, New York, New York 10165 (“Company”) to become effective immediately. WHEREAS, the Company and the |
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| March 14, 2023 |
Exhibit 21.1 List of Subsidiaries of the Registrant (Lucid Diagnostics Inc. DE - 82-5488042) Subsidiary Legal Entity Name State of Incorporation LucidDx Labs Inc. (87-41661458) Delaware - Wholly-Owned Subsidiary of Lucid Diagnostics Inc. Incorporated November 21, 2021 CapNostics LLC (84-4876240) North Carolina - Wholly-Owned Subsidiary of Lucid Diagnostics Inc. (Established January 20, 2020) |
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| March 14, 2023 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Fourth Quarter and Full Year 2022 Financial Results 4Q22 and projected 1Q23 EsoGuard® test volume increases 8 and 36 percent sequentially and 288 and 300 percent annually. Company signs in-network agreement with largest secondary PPO, MultiPlan, expanding patient access to EsoGuard. Company secures financing of $24.6 million through separ |
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| March 14, 2023 |
Exhibit 10.4.6 FIFTH AMENDMENT TO MANAGEMENT SERVICES AGREEMENT Reference is made to the Management Services Agreement (as amended from time to time, the “Agreement”; capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement), dated as of May 12, 2018, by and between PAVmed Inc., a Delaware corporation (“PAVmed”) and Lucid Diagnostics Inc., a Delaware corpora |
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| March 13, 2023 |
Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock Exhibit 3.1 LUCID DIAGNOSTICS INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Lishan Aklog, does hereby certify that: 1. He is the Chief Executive Officer of Lucid Diagnostics Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is authoriz |
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| March 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 7, 2023 LUCID DIAGNOSTICS INC. |
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| March 13, 2023 |
Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of the date set forth on the Company’s signature page hereto (the “Effective Date”) between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and the persons who have executed a signature page hereto (each, a “Purchaser” and collectively, the “Purchas |
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| February 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 14, 2023 LUCID DIAGNOSTICS INC. |
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| February 16, 2023 |
Exhibit 99.1 Lucid Diagnostics Holds First #CheckYourFoodTube Precancer Testing Event Partners with San Antonio Fire Department to test nearly 400 firefighters for esophageal precancer during Firefighter Cancer Awareness Month over two weekends, averaging nearly 100 tests per day Expands utilization of satellite Lucid Test Centers in support of National Cancer Prevention Month NEW YORK, February 1 |
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| February 16, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 15, 2023 LUCID DIAGNOSTICS INC. |
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| February 10, 2023 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Lucid Diagnostics Inc. |
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| February 10, 2023 |
As filed with the Securities and Exchange Commission on February 10, 2023 As filed with the Securities and Exchange Commission on February 10, 2023 Registration No. |
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| February 10, 2023 |
As filed with the Securities and Exchange Commission on February 10, 2023 As filed with the Securities and Exchange Commission on February 10, 2023 Registration No. |
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| February 10, 2023 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Lucid Diagnostics Inc. |
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| January 18, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 17, 2023 LUCID DIAGNOSTICS INC. |
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| January 18, 2023 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 PAVmed and Lucid Diagnostics Provide Strategic Business Update Strategic resource reallocation, including workforce reduction and other cost-cutting measures, to prioritize near-term Lucid and Veris Health commercialization efforts Conference call to be held today at 4:30PM EDT NEW YORK, January 17, 2023 — PAVmed Inc. (Nasdaq: PAVM, PAVMZ) (“PAVmed”), a diversifie |
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| December 7, 2022 |
Lucid Diagnostics Inc. Up to $6,500,000 Common Stock Prospectus Supplement (To Prospectus dated December 6, 2022) Filed pursuant to Rule 424(b)(5) Registration No. |
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| December 2, 2022 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 30, 2022 LUCID DIAGNOSTICS INC. |
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| December 2, 2022 |
Exhibit 10.2 PAYROLL AND BENEFIT EXPENSE REIMBURSEMENT agreement This Payroll and Benefit Expense Reimbursement Agreement, dated as of November 30, 2022 (this ?Agreement?), is by and between PAVmed Inc., a Delaware corporation (?PAVmed?), and Lucid Diagnostics Inc., a Delaware corporation (?Lucid Diagnostics?). WHEREAS, Lucid Diagnostics is a subsidiary of PAVmed; and WHEREAS, PAVmed desires to pa |
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| December 2, 2022 |
AT:VLA / Common Stock / PAVmed Inc. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| December 2, 2022 |
Exhibit 10.1 SIXTH AMENDMENT TO MANAGEMENT SERVICES AGREEMENT Reference is made to the Management Services Agreement (as amended from time to time, the ?Agreement?; capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement), dated as of May 12, 2018, by and between PAVmed Inc., a Delaware corporation (?PAVmed?) and Lucid Diagnostics Inc., a Delaware corporati |
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| December 1, 2022 |
Lucid Diagnostics Inc. One Grand Central Place, Suite 4600 New York, New York 10165 CORRESP 1 filename1.htm Lucid Diagnostics Inc. One Grand Central Place, Suite 4600 New York, New York 10165 212-949-4319 December 1, 2022 VIA EDGAR Division of Corporation Finance Office of Industrial Applications and Services Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Sean Healy Re: Lucid Diagnostics Inc. Registration Statement on Form S-3 File No. 333 |
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| November 25, 2022 |
Exhibit 1.2 LUCID DIAGNOSTICS INC. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales Agreement November 23, 2022 Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Ladies and Gentlemen: Lucid Diagnostics Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows: 1. Issu |
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| November 25, 2022 |
Exhibit 107 Calculation of Filing Fee Table FORM S-3 (Form Type) LUCID DIAGNOSTICS INC. |
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| November 25, 2022 |
Form of Indenture for Senior Debt Securities between the Registrant and Trustee to be designated. Exhibit 4.4 LUCID DIAGNOSTICS INC., As Issuer, AND [], As Trustee INDENTURE DATED AS OF [] [], 20[] SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Indenture 310(a) 7.10 310(b) 7.09; 7.11 310(c) Inapplicable 311(a) 7.14 311(b) 7.14 311(c) Inapplicable 312(a) 5.02(a) 312(b) 5.02(c) 312(c) Inapplicable 313(a) 5.04(a) 313(b) 5.04(b) 313(c) 5.04(a); |
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| November 25, 2022 |
As filed with the Securities and Exchange Commission on November 23, 2022 As filed with the Securities and Exchange Commission on November 23, 2022 Registration No. |
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| November 25, 2022 |
Exhibit 4.5 LUCID DIAGNOSTICS INC., As Issuer, AND [], As Trustee INDENTURE DATED AS OF [] [], 20[] SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Indenture 310(a) 7.10 310(b) 7.09; 7.11 310(c) Inapplicable 311(a) 7.14 311(b) 7.14 311(c) Inapplicable 312(a) 5.02(a) 312(b) 5.02(c) 312(c) Inapplicable 313(a) 5.04(a) 313(b) 5.04(b) 313(c) 5.0 |
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| November 14, 2022 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Third Quarter 2022 Financial Results EsoGuard test volume increased 28% sequentially and 436% annually Conference call and webcast to be held today at 4:30 PM EDT NEW YORK, November 14, 2022 (BUSINESS WIRE)?Lucid Diagnostics Inc. (Nasdaq: LUCD) (?Lucid? or the ?Company?), a commercial-stage, cancer prevention medical diagnostics company, |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 14, 2022 LUCID DIAGNOSTICS INC. |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 15, 2022 LUCID DIAGNOSTICS INC. |
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| August 15, 2022 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Preliminary Second Quarter 2022 Financial Results EsoGuard test volume increased 60% for quarter and over 300% annually CLIA-Certified LucidDx Labs fully operational and billing as an independent entity Conference call to be held today at 4:30 PM EDT NEW YORK, August 15, 2022 (BUSINESS WIRE) — Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 30, 2022 LUCID DIAGNOSTICS INC. |
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| July 22, 2022 |
LUCID DIAGNOSTICS INC. 15,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-265662 PROSPECTUS LUCID DIAGNOSTICS INC. 15,000,000 Shares of Common Stock This prospectus relates to the potential offer and sale from time to time by CF Principal Investments LLC (“Cantor” or the “Holder”) of up to 15,000,000 shares of our common stock, par value $0.001 per share (the “Common Stock”), that may be issued by us to the Holder pu |
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| July 20, 2022 |
Lucid Diagnostics Inc. One Grand Central Place, Suite 4600 New York, New York 10165 Lucid Diagnostics Inc. One Grand Central Place, Suite 4600 New York, New York 10165 212-949-4319 July 20, 2022 VIA EDGAR Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Joseph McCann Re: Lucid Diagnostics Inc. Registration Statement on Form S-1 File No. 333-265662 Ladies and Gentlemen: Lucid Diagnostics |
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| July 14, 2022 |
As filed with the Securities and Exchange Commission on July 13, 2022 As filed with the Securities and Exchange Commission on July 13, 2022 Registration No. |
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| June 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2022 LUCID DIAGNOSTICS INC. |
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| June 17, 2022 |
Power of Attorney (including on signature page) As filed with the Securities and Exchange Commission on June 16, 2022 Registration No. |
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| June 17, 2022 |
EX-FILING FEES 4 ex107.htm CALCULATION OF FILING FEE TABLE Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Lucid Diagnostics Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| May 12, 2022 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Preliminary First Quarter 2022 Financial Results Conference call to be held today at 4:30 PM EDT NEW YORK, May 11, 2022 (BUSINESS WIRE) ? Lucid Diagnostics Inc. (Nasdaq: LUCD) (?Lucid?, the ?Company?), a commercial-stage, cancer prevention medical diagnostics company, and majority-owned subsidiary of PAVmed Inc. (Nasdaq: PAVM, PAVMZ) (?PA |
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| May 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 11, 2022 LUCID DIAGNOSTICS INC. |
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| May 9, 2022 |
Exhibit 99.1 Lucid Diagnostics? Laboratory Executes Participating Provider Agreement with MediNcrease Health Plans Lucid?s first commercial payer agreement provides in-network access and payment for its EsoGuard DNA test to over 8 million covered lives NEW YORK, May 9, 2022 (BUSINESS WIRE)?Lucid Diagnostics Inc. (Nasdaq: LUCD) (?Lucid?, the ?Company?) a commercial-stage, cancer prevention medical |
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| May 9, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 9, 2022 LUCID DIAGNOSTICS INC. |
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| May 2, 2022 |
DEF 14A 1 formdef14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| May 2, 2022 |
DEFA14A 1 formdefa14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) |
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| April 22, 2022 |
PRE 14A 1 formpre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| April 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| April 6, 2022 |
Exhibit 14.1 LUCID DIAGNOSTICS INC. CODE OF ETHICS (As Adopted as of October 14, 2021) 1. Introduction The Board of Directors (the ?Board?) of Lucid Diagnostics Inc. (the ?Company?) has adopted this code of ethics (this ?Code?), which is applicable to all directors, officers, and employees (each a ?person,? as used herein) of the Company, with the intent to: ? promote honest and ethical conduct, i |
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| April 6, 2022 |
Description of Registrant’s Securities Exhibit 4.1 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Lucid Diagnostics Inc. (?Lucid,? the ?Company? or ?we,? ?us? or ?our?) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): common stock, $0.001 par value per share. The c |
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| April 6, 2022 |
Exhibit 21.1 List of Subsidiaries of the Registrant (Lucid Diagnostics Inc. DE - 82-5488042) State of Subsidiary Legal Entity Name Incorporation LucidDx Labs Inc. (87-41661458) Delaware - Wholly-Owned Subsidiary of Lucid Diagnostics Inc. Incorporated November 21, 2021 |
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| April 5, 2022 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 Lucid Diagnostics Provides Updates on Newly Published Esophageal Precancer Clinical Guideline and Proposed Medicare Local Coverage Determination Updated American College of Gastroenterology clinical guideline supports esophageal precancer screening with EsoGuard® on samples collected with EsoCheck® Proposed Medicare Local Coverage Determination published by Palmet |
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| April 5, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 4, 2022 LUCID DIAGNOSTICS INC. |
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| April 1, 2022 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of March 28, 2022, is by and between CF Principal Investments LLC, a Delaware limited liability company (the ?Investor?), and Lucid Diagnostics Inc., a Delaware corporation (the ?Company?). RECITALS A. The Company and the Investor have entered into that certain Common Stock Purchase Agreement |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 28, 2022 LUCID DIAGNOSTICS INC. |
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| April 1, 2022 |
Exhibit 10.1 COMMON STOCK PURCHASE AGREEMENT This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of March 28, 2022 (this ?Agreement?), by and between CF Principal Investments LLC, a Delaware limited liability company (the ?Investor?), and Lucid Diagnostics Inc., a Delaware corporation (the ?Company?). RECITALS WHEREAS, the parties desire that, upon the terms and subject to the conditi |
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| April 1, 2022 |
NT 10-K 1 formnt10-k.htm OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden Hours per form 2.50 FORM 12b-25 SEC FILE NUMBER 001-37685 CUSIP NUMBER NOTIFICATION OF LATE FILING 54948X 109 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Per |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No. |
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| March 29, 2022 |
Exhibit 99.1 PAVmed Provides Business Update and Preliminary Fourth Quarter and Full Year 2021 Financial Results Conference call to be held today at 4:30 PM EDT NEW YORK, March 29, 2022 (GLOBE NEWSWIRE) ? PAVmed Inc. (Nasdaq: PAVM, PAVMZ) (the ?Company? or ?PAVmed?), a diversified commercial-stage medical technology company, operating in the medical device, diagnostics, and digital health sectors, |
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| March 28, 2022 |
Exhibit 99.1 Lucid Diagnostics Provides Business Update and Preliminary Fourth Quarter and Full Year 2021 Financial Results Conference call to be held today at 4:30 PM EDT NEW YORK, March 28, 2022 (BUSINESS WIRE) ? Lucid Diagnostics Inc. (Nasdaq: LUCD) (?Lucid?, the ?Company?) a commercial-stage, cancer prevention medical diagnostics company, and majority-owned subsidiary of PAVmed Inc. (Nasdaq: P |
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| March 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 28, 2022 LUCID DIAGNOSTICS INC. |
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| March 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 18, 2022 LUCID DIAGNOSTICS INC. |
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| March 23, 2022 |
Employment Agreement with Shaun O’Neil Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) dated as of March 21, 2022 is entered into between Shaun O?Neil (?Executive?), and Lucid Diagnostics Inc., a Delaware corporation having its principal office at One Grand Central Place, Suite 4600, New York, New York 10165 (?Company?) to become effective immediately. WHEREAS, the Company and the Executive desire to enter |
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| March 15, 2022 |
As filed with the Securities and Exchange Commission on March 15, 2022 As filed with the Securities and Exchange Commission on March 15, 2022 Registration No. |
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| March 15, 2022 |
Calculation of Filing Fee Table EX-FILING FEES 5 ex107.htm Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Lucid Diagnostics Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(2) Equ |
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| March 15, 2022 |
Lucid Diagnostics Inc. Employee Stock Purchase Plan EXHIBIT 10.1 Employee Stock Purchase Plan LUCID DIAGNOSTICS INC. EMPLOYEE STOCK PURCHASE PLAN (Effective as of November 9, 2021) Effective as of the Effective Date, the Board (or an appropriate committee thereof) adopted this Plan, which shall govern all grants of Options made after the Effective Date. 1. Purpose of the Plan. The purpose of this Plan is to encourage and enable Eligible Employees o |
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| March 7, 2022 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 Lucid Diagnostics to Hold a Business Update Conference Call on March 28, 2022 Company conference call and webcast at 4:30 PM EDT NEW YORK, March 7, 2022 (BUSINESS WIRE) — Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid”) a commercial-stage, cancer prevention medical diagnostics company, a majority-owned subsidiary of PAVmed Inc. (Nasdaq: PAVM, PAVMZ), today announce |
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| March 7, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 7, 2022 LUCID DIAGNOSTICS INC. |
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| March 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 25, 2022 LUCID DIAGNOSTICS INC. |
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| March 3, 2022 |
Exhibit 10.1 Management Services Agreement THIS MANAGEMENT SERVICES AGREEMENT (this ?Agreement?), dated as of February 25, 2022 (the ?Effective Date?) is entered into by and between ResearchDx, Inc., a California corporation, (?Consultant?) and LucidDx Labs Inc., a Delaware corporation (?Company?). Consultant and Company are sometimes referred to herein individually as a ?Party? and collectively a |
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| March 3, 2022 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this ?Agreement?) is entered into as of February 25, 2022 (the ?Execution Date?), by and between LucidDx Labs Inc., a Delaware corporation (?Buyer?) and Lucid Diagnostics Inc., a Delaware corporation (?Buyer Parent?), on the one hand, and ResearchDx, Inc., a California corporation (?Seller?), on the other hand. Buyer, Buyer Parent |
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| March 3, 2022 |
Exhibit 99.1 PAVmed Subsidiary Lucid Diagnostics Launches LucidDx Labs to Accommodate EsoGuard Testing Growth New wholly owned Lucid subsidiary now performing EsoGuard? Esophageal DNA Test in its own new state-of-the-art CLIA-certified, CAP-accredited clinical laboratory NEW YORK, March 3, 2022 ? (BUSINESS WIRE) ? Lucid Diagnostics Inc. (Nasdaq: LUCD) (?Lucid?) a commercial-stage, cancer preventio |
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| January 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 17, 2022 LUCID DIAGNOSTICS INC. |
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| January 20, 2022 |
Employment Agreement with Dennis M. McGrath EX-10.2 3 ex10-2.htm Exhibit 10.2 EMPLOYMENT AGREEMENT THIS AGREEMENT (the “Agreement”) is entered into as of January 17, 2022 between Dennis M. McGrath, residing at (“Executive”), and PAVmed Inc., a Delaware corporation having its principal office at One Grand Central Place, Suite 4600, New York, New York 10165 (“Company”). WHEREAS, the Company desires to employ Executive, and Executive desires t |
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| January 20, 2022 |
Employment Agreement with Lishan Aklog, M.D. EX-10.1 2 ex10-1.htm Exhibit 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the “Agreement”) is entered into as of January 17, 2022 between Lishan Aklog MD, residing at (“Executive”), and Lucid Diagnostics Inc., a Delaware corporation having its principal office at One Grand Central Place, Suite 4600, New York, NY 10165 (“Company”); WHEREAS, the Company desires to employ Executive, and Executive desire |
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| January 7, 2022 |
Exhibit 99.1 Lucid Diagnostics to Participate in a Fireside Chat at the 24th Annual Needham Virtual Growth Conference NEW YORK?(BUSINESS WIRE)?Lucid Diagnostics Inc. (Nasdaq: LUCD) (?Lucid?) a commercial-stage, cancer prevention medical diagnostics company, and majority-owned subsidiary of PAVmed Inc. (Nasdaq: PAVM, PAVMZ) (?PAVmed?), today announced that Lishan Aklog, Chairman and CEO, will parti |
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| January 7, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 6, 2022 LUCID DIAGNOSTICS INC. |
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| December 21, 2021 |
EX-10.2 3 ex10-2.htm Exhibit 10.1 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT is made as of the day of May, 2018 (the “Grant Date”) by and between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and (“Grantee”). WHEREAS, in connection with the Grantee’s consulting arrangement with the Company, the Board of Directors of the Company (the “Board”) authorized the grant to the Gr |
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| December 21, 2021 |
As filed with the Securities and Exchange Commission on December 21, 2021 S-8 1 forms-8.htm As filed with the Securities and Exchange Commission on December 21, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LUCID DIAGNOSTICS INC. (Exact name of registrant as specified in its charter) Delaware 82-5488042 (State or other jurisdiction of (IRS Employer incorpo |
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| December 2, 2021 |
Exhibit 99.1 December 1, 2021 PAVmed Subsidiary Lucid Diagnostics Launches EsoGuard Telemedicine Program in Partnership with UpScriptHealth Chronic heartburn patients in Phoenix, Denver, Salt Lake City, and Las Vegas can now request video telemedicine physician evaluation and referral for rapid, office-based EsoGuard testing to detect esophageal precancer before it progresses to deadly cancer NEW |
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| December 2, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 1, 2021 LUCID DIAGNOSTICS INC. |
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| November 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended SEPTEMBER 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40901 LUCID DIAGNOSTICS INC. |
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| November 12, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 11, 2021 LUCID DIAGNOSTICS INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-40901 82-5488042 (State or Other Jurisdiction of Incorporation |
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| November 12, 2021 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 PAVmed Subsidiary Lucid Diagnostics Launches Next Phase of Lucid Test Centers Patients in Denver, Salt Lake City, and Las Vegas metropolitan areas now have access to a rapid, non-invasive, office-based test to detect esophageal precancer before it progresses to deadly esophageal cancer NEW YORK, November 11, 2021 — (BUSINESS WIRE) — Lucid Diagnostics Inc. (Nasdaq: |
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| October 29, 2021 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 Lucid Diagnostics’ EsoGuard Esophageal DNA Test Wins “Diagnostics Innovation of the Year” Award BioTech Breakthrough’s Annual Awards Program Recognizes Innovation in the Global Life Sciences and Biotechnology Industry NEW YORK, October 28, 2021 — (BUSINESS WIRE) — Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid”) a commercial-stage, cancer prevention medical diagnos |
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| October 29, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 28, 2021 LUCID DIAGNOSTICS INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-40901 82-5488042 (State or Other Jurisdiction of Incorporation) |
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| October 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| October 18, 2021 |
Lucid Diagnostics Announces Closing of Nasdaq Initial Public Offering Exhibit 99.1 Lucid Diagnostics Announces Closing of Nasdaq Initial Public Offering NEW YORK, October 18, 2021?(GLOBE NEWSWIRE)? Lucid Diagnostics Inc. (Nasdaq: LUCD) (?Lucid?) a commercial-stage, cancer prevention medical diagnostics company, and subsidiary of PAVmed Inc. (Nasdaq: PAVM, PAVMZ) (?PAVmed?), today announced the closing on October 18, 2021 of its initial public offering (the ?Offering |
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| October 18, 2021 |
Other Events, Financial Statements and Exhibits 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): October 18, 2021 LUCID DIAGNOSTICS INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-40901 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporati |
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| October 15, 2021 |
5,000,000 Shares LUCID DIAGNOSTICS INC. Common Stock Filed Pursuant to Rule 424(b)(4) Registration No. 333- 259721 PROSPECTUS 5,000,000 Shares LUCID DIAGNOSTICS INC. Common Stock This is an initial public offering of 5,000,000 shares of the common stock of Lucid Diagnostics Inc. The public offering price per share is $14.00. Prior to this offering, there has been no public market for our shares of common stock. Our common stock has been approved for |
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| October 12, 2021 |
[Remainder of Page Intentionally Left Blank] CORRESP 1 filename1.htm October 12, 2021 Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Laura Crotty Re: Lucid Diagnostics Inc. Registration Statement on Form S-1 File No. 333-259721 Requested Date: Wednesday, October 13, 2021 Requested Time: 4:00 p.m. Eastern Time Ladies and Gentlemen: On behalf of the sev |
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| October 12, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Lucid Diagnostics Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 82-5488042 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) One Grand Central Place, Sui |
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| October 8, 2021 |
Form of Indemnification Agreement. EX-10.9 5 ex10-9.htm Exhibit 10.9 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of (“Agreement”), by and between Lucid Diagnostics Inc., a Delaware corporation (“Company”), and the undersigned indemnitee (“Indemnitee”). WHEREAS, the Board of Directors of the Company (“Board”) has determined that the ability to attract and retain qualified officers and directors is in |
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| October 8, 2021 |
Lucid Diagnostics Inc. One Grand Central Place, Suite 4600 New York, New York 10165 Lucid Diagnostics Inc. One Grand Central Place, Suite 4600 New York, New York 10165 212-949-4319 October 8, 2021 VIA EDGAR Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Laura Crotty Re: Lucid Diagnostics Inc. Registration Statement on Form S-1 File No. 333-259721 Ladies and Gentlemen: Lucid Diagnostic |
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| October 8, 2021 |
Form of Restricted Stock Agreement. EX-10.12 6 ex10-12.htm Exhibit 10.12 RESTRICTED STOCK AWARD AGREEMENT THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made as of the DAY of MONTH YEAR (the “Grant Date”) by and between Lucid Diagnostics Inc., a Delaware corporation (the “Company”), and (“Grantee”). WHEREAS, pursuant to the terms and conditions of the Company’s 2018 Long-Term Incentive Equity Plan, as amended (the “Plan |
