What changed in this filing

/stocks — the workspaceLOADING

Item 5. Other Information

2022-08-05 compared with 2022-05-11 · 112 added, 203 removed, 102 unchanged (76% of the section changed)

8 unchanged sentences

registration statement became subject to the offering limits set forth in General Instruction I.B.6 of Form S-3.

From December

13, 2019 through May 11, 2022, Jefferies sold an aggregate of 6,429,486 shares of common stock at an average price of $1.57 per share

to investors.

December 13, 2019 through August 4, 2022, Jefferies sold an aggregate of 6,429,486 shares of common stock at an average price of $1.57

per share to investors.

The Company received net cash proceeds of $9,771,496, net of commission paid to sales agent of $302,211.

27 unchanged sentences

stock is likely to reduce the liquidity of our common stock and may inhibit or preclude our ability to raise additional financing.

On July 18, 2018, we formed Avactis Biosciences

(“Avactis”), a Nevada corporation, as a wholly owned subsidiary.

On October 23, 2018, Avactis and Arbele Limited (“Arbele”)

agreed to the establishment of AVAR BioTherapeutics (China) Co.

(“AVAR”), a Sino-foreign equity joint venture, pursuant

to an Equity Joint Venture Agreement (the “AVAR Agreement”), which was to be owned 60% by Avactis and 40% by Arbele.

6, 2022, the Company, Acactis, Arbele and Arbele Biotherapeutics Limited (“Arbele Biotherapeutics”), a wholly owned subsidiary

of Arbele, entered into an Amendment No.

1 to the Equity Joint Venture Agreement pursuant to which Arbele Biotherapeutics acquired 40%

of Avactis for the purpose of the Company and Arbele establishing a joint venture in the United States and the parties agreed that they

would no longer pursue AVAR as a joint venture.

Further, all rights and obligations under the AVAR Agreement were assigned by Avactis

to Avalon and by Arbele to Arbele Biotherapeutics.

Avactis established Avactis Nanjing Biosciences Ltd., a wholly owned foreign entity

Further, the parties agreed that the Exclusive Patent License Agreement dated January 3, 2019 entered between Arbele, as

licensor, and AVAR, as licensee (the “Arbele License Agreement”), was assigned to Avactis and Avalon and Arbele agreed to

enter into a new Arbele License Agreement with Avactis on the same/similar terms as the Arbele License Agreement.

Chan was appointed to the Board of Directors of Avactis and as the Chief Scientific Officer of Avactis.

Avactis purpose and business

scope is to research, research, develop, produce, sell, distribute and generally commercialize CAR-T/CAR-NK/TCR-T/universal cellular

immunotherapy globally including in the PRC.

The Company is required to contribute $10 million (or equivalent in RMB) in cash

and/or services, which shall be contributed in tranches based on milestones to be determined jointly by Avactis and the Company in writing

subject to the Company’s cash reserves.

Within 30 days, Arbele Biotherapeutics shall make contribution of $6.66 million in the

form of entering into a License Agreement with Avactis granting Avactis with an exclusive right and license in China to its technology

and intellectual property pertaining to CAR-T/CAR-NK/TCR-T/universal cellular immunotherapy technology and any additional technology

developed in the future with terms and conditions to be mutually agreed upon the Company and Avactis and services.

As of the date hereof,

the License Agreement has not been finalized.

The following exhibits are filed as part of, or incorporated by reference

into, this Quarterly Report on Form 10-Q.

Open Market Sale Agreement SM ,

dated as of December 13, 2019, by and between Avalon GloboCare Corp.

Open Market Sale Agreement SM , dated as of December 13, 2019, by and between Avalon GloboCare Corp.

and Jefferies LLC.

(incorporated by reference to Exhibit 1.1

of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 13, 2019)

Amended and Restated Certificate

of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K/A filed with the Securities

and Exchange Commission on April 26, 2018)

Amended and Restated Bylaws

of the Registrant (incorporated by reference to Exhibit 3.2 of the Current Report on Form 8-K/A filed with the Securities and Exchange

Commission on April 26, 2018)

Form of Subscription Agreement

by and between Avalon GloboCare Corp.

and the December 2016 Accredited Investors (incorporated by reference to Exhibit 4.1 of the

Current Report on Form 8-K filed with the Securities and Exchange Commission on December 21, 2016)

Stock Option issued to

Luisa Ingargiola dated February 21, 2017 (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the

Securities and Exchange Commission on February 21, 2017)

Form of Subscription Agreement

by and between Avalon GloboCare Corp.

and the March 2017 Accredited Investor (incorporated by reference to Exhibit 4.1 of the Current

Report on Form 8-K filed with the Securities and Exchange Commission on March 7, 2017)

Share Subscription Agreement

between Avalon GloboCare Corp., Avalon (Shanghai) Healthcare Technology Co., Ltd., Beijing DOING Biomedical Technology Co., Ltd.

and Daron Liang (incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K filed with the Securities and Exchange

Commission on March 7, 2017)

Warranty Agreement between

Lu Wenzhao and Beijing DOING Biomedical Technology Co., Ltd.

(incorporated by reference to Exhibit 4.3 of the Current Report on Form

8-K filed with the Securities and Exchange Commission on March 7, 2017)

Form of Subscription Agreement

between Avalon GloboCare Corp.

and the October 2017 Accredited Investors (incorporated by reference to Exhibit 4.1 of the Current

Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Form of Warrant to Boustead

Securities, LLC in connection with the private placements (incorporated by reference to Exhibit 4.8 of the Registration Statement

on Form S-1/A filed with the Securities and Exchange Commission on July 27, 2018)

Form of Warrant (April

2019) (Incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission

on April 26, 2019)

Description of Securities

Registered under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.9 of the Annual

Quarterly Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2022)

Share Exchange Agreement

dated as of October 19, 2016 by and among Avalon Healthcare System, Inc., the shareholders of Avalon Healthcare System, Inc.

Avalon GloboCare Corp.

(incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and

Exchange Commission on October 19, 2016)

Executive Employment Agreement,

effective December 1, 2016, by and between Avalon GloboCare Corp.

and David Jin (incorporated by reference to Exhibit 10.1 of the

Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2016)

Agreement of Sale by and

between Freehold Craig Road Partnership, as Seller, and Avalon GloboCare Corp., as Buyer dated as of December 22, 2016 (incorporated

by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 23,

Executive Employment Agreement

by and between Avalon (Shanghai) Healthcare Technology Ltd.

and Meng Li dated January 11, 2017 (incorporated by reference to Exhibit

10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on January 11, 2017)

Executive Retention

Agreement by and between Avalon GloboCare Corp.

and Luisa Ingargiola dated February 21, 2017 (incorporated by reference to Exhibit

10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 21, 2017)

Indemnification Agreement

by and between Avalon GloboCare Corp.

and Luisa Ingargiola dated February 21, 2017 (incorporated by reference to Exhibit 10.2 of

the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 21, 2017)

Director Agreement by and

between Avalon GloboCare Corp.

(incorporated by reference to Exhibit 1.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 13, 2019)

Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K/A filed with the Securities and Exchange Commission on April 26, 2018)

Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 of the Current Report on Form 8-K/A filed with the Securities and Exchange Commission on April 26, 2018)

Form of Subscription Agreement by and between Avalon GloboCare Corp.

and the December 2016 Accredited Investors (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 21, 2016)

Stock Option issued to Luisa Ingargiola dated February 21, 2017 (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 21, 2017)

Form of Subscription Agreement by and between Avalon GloboCare Corp.

and the March 2017 Accredited Investor (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 7, 2017)

Share Subscription Agreement between Avalon GloboCare Corp., Avalon (Shanghai) Healthcare Technology Co., Ltd., Beijing DOING Biomedical Technology Co., Ltd.

and Daron Liang (incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 7, 2017)

Warranty Agreement between Lu Wenzhao and Beijing DOING Biomedical Technology Co., Ltd.

(incorporated by reference to Exhibit 4.3 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 7, 2017)

Form of Subscription Agreement between Avalon GloboCare Corp.

and the October 2017 Accredited Investors (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Form of Warrant to Boustead Securities, LLC in connection with the private placements (incorporated by reference to Exhibit 4.8 of the Registration Statement on Form S-1/A filed with the Securities and Exchange Commission on July 27, 2018)

Form of Warrant (April 2019) (Incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 26, 2019)

Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.9 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2022)

Share Exchange Agreement dated as of October 19, 2016 by and among Avalon Healthcare System, Inc., the shareholders of Avalon Healthcare System, Inc.

and Avalon GloboCare Corp.

(incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 19, 2016)

Executive Employment Agreement, effective December 1, 2016, by and between Avalon GloboCare Corp.

and David Jin (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2016)

Agreement of Sale by and between Freehold Craig Road Partnership, as Seller, and Avalon GloboCare Corp., as Buyer dated as of December 22, 2016 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 23, 2016)

Executive Employment Agreement by and between Avalon (Shanghai) Healthcare Technology Ltd.

and Meng Li dated January 11, 2017 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on January 11, 2017)

Executive Retention Agreement by and between Avalon GloboCare Corp.

and Luisa Ingargiola dated February 21, 2017 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 21, 2017)

Indemnification Agreement by and between Avalon GloboCare Corp.

and Luisa Ingargiola dated February 21, 2017 (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 21, 2017)

Director Agreement by and between Avalon GloboCare Corp.

and Steven P.

Sukel dated April 28, 2017 (incorporated by reference to Exhibit 10.1 of the Current

Report on Form 8-K filed with the Securities and Exchange Commission on April 28, 2017)

Director Agreement by and

between Avalon GloboCare Corp.

and Yancen Lu dated April 28, 2017 (incorporated by reference to Exhibit 10.2 of the Current Report

on Form 8-K filed with the Securities and Exchange Commission on April 28, 2017)

Consultation Service Contract

between Daopei Investment Management (Shanghai) Co., Ltd.

Sukel dated April 28, 2017 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 28, 2017)

Director Agreement by and between Avalon GloboCare Corp.

and Yancen Lu dated April 28, 2017 (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 28, 2017)

Consultation Service Contract between Daopei Investment Management (Shanghai) Co., Ltd.

and Avalon HealthCare System Inc.

dated April 1, 2016 (English translation)

(incorporated by reference to Exhibit 10.8 of Amendment No.

1 to the Registration Statement on Form S-1 filed with the Securities

and Exchange Commission on July 7, 2017)

Consultation Service Contract

between Hebei Yanda Ludaopei Hospital Co., Ltd and Avalon HealthCare System Inc.

dated April 1, 2016 (English translation) (incorporated

by reference to Exhibit 10.9 of Amendment No.

1 to the Registration Statement on Form S-1 filed with the Securities and Exchange

Commission on July 7, 2017)

Consultation Service Contract

between Nanshan Memorial Stem Cell Biotechnology Co., Ltd.

dated April 1, 2016 (English translation) (incorporated by reference to Exhibit 10.8 of Amendment No.

1 to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission on July 7, 2017)

Consultation Service Contract between Hebei Yanda Ludaopei Hospital Co., Ltd and Avalon HealthCare System Inc.

dated April 1, 2016 (English translation) (incorporated by reference to Exhibit 10.9 of Amendment No.

1 to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission on July 7, 2017)

Consultation Service Contract between Nanshan Memorial Stem Cell Biotechnology Co., Ltd.

and Avalon HealthCare System Inc.

dated April 1, 2016 (English translation)

(incorporated by reference to Exhibit 10.10 of Amendment No.

1 to the Registration Statement on Form S-1 filed with the Securities

and Exchange Commission on July 7, 2017)

Loan Agreement between

Lotus Capital Overseas Limited and Avalon (Shanghai) Healthcare Technology Co., Ltd.

dated April 19, 2017 (English translation) (incorporated

by reference to Exhibit 10.12 of the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14,

Securities Purchase Agreement

between Avalon GloboCare Corp.

dated April 1, 2016 (English translation) (incorporated by reference to Exhibit 10.10 of Amendment No.

1 to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission on July 7, 2017)

Loan Agreement between Lotus Capital Overseas Limited and Avalon (Shanghai) Healthcare Technology Co., Ltd.

dated April 19, 2017 (English translation) (incorporated by reference to Exhibit 10.12 of the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2017)

Securities Purchase Agreement between Avalon GloboCare Corp.

and Genexosome Technologies Inc.

dated October 25, 2017 (incorporated by reference to Exhibit 10.1

of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Asset Purchase Agreement

between Genexosome Technologies Inc.

and Yu Zhou dated October 25, 2017 (incorporated by reference to Exhibit 10.2 of the Current

Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Stock Purchase Agreement

between Genexosome Technologies Inc., Beijing Jieteng (Genexosome) Biotech Co.

and Yu Zhou dated October 25, 2017 (incorporated

by reference to Exhibit 10.3 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Executive Retention Agreement

between Genexosome Technologies Inc.

and Yu Zhou dated October 25, 2017 (incorporated by reference to Exhibit 10.4 of the Current

Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Invention Assignment, Confidentiality,

Non-Compete and Non-Solicit Agreement between Genexosome Technologies Inc.

and Yu Zhou dated October 25, 2017 (incorporated by reference

to Exhibit 10.5 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Director Agreement by and

between Avalon GloboCare Corp.

dated October 25, 2017 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Asset Purchase Agreement between Genexosome Technologies Inc.

and Yu Zhou dated October 25, 2017 (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Stock Purchase Agreement between Genexosome Technologies Inc., Beijing Jieteng (Genexosome) Biotech Co.

and Yu Zhou dated October 25, 2017 (incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Executive Retention Agreement between Genexosome Technologies Inc.

and Yu Zhou dated October 25, 2017 (incorporated by reference to Exhibit 10.4 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Invention Assignment, Confidentiality, Non-Compete and Non-Solicit Agreement between Genexosome Technologies Inc.

and Yu Zhou dated October 25, 2017 (incorporated by reference to Exhibit 10.5 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 26, 2017)

Director Agreement by and between Avalon GloboCare Corp.

and Wilbert J.

Tauzin II dated November 1, 2017 (incorporated by reference to Exhibit 10.1 of the

Current Report on Form 8-K filed with the Securities and Exchange Commission on November 7, 2017)

Agreement between Avalon

GloboCare Corp.

and Tauzin Consultants, LLC dated November 1, 2017 (incorporated by reference to Exhibit 10.2 of the Current Report

on Form 8-K filed with the Securities and Exchange Commission on November 7, 2017)

Tauzin II dated November 1, 2017 (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on November 7, 2017)

Agreement between Avalon GloboCare Corp.

and Tauzin Consultants, LLC dated November 1, 2017 (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on November 7, 2017)

Letter Agreement by and between Avalon GloboCare Corp.

39 unchanged sentences

Form of Securities Purchase Agreement dated April 25, 2019 (Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 26, 2019)

Revolving Line

of Credit Agreement dated as of August 29, 2019 between Avalon GloboCare Corp.

and Wenzhao “Daniel” Lu dated August 29,

2019 (Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission

on September 3, 2019)

Form of Warrant Redemption

and Cancellation Agreement (Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities

and Exchange Commission on October 21, 2019)

Letter Agreement by and

between Avalon GloboCare Corp.

and David Jin dated February 20, 2020 (Incorporated by reference to Exhibit 10.1 of the Current Report

on Form 8-K filed with the Securities and Exchange Commission on February 24, 2020)

Letter Agreement by and

between Avalon GloboCare Corp.

and Meng Li dated February 20, 2020 (Incorporated by reference to Exhibit 10.2 of the Current Report

on Form 8-K filed with the Securities and Exchange Commission on February 24, 2020)

Letter Agreement by and

between Avalon GloboCare Corp.

and Luisa Ingargiola dated February 20, 2020 (Incorporated by reference to Exhibit 10.3 of the Current

Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2020)

Revolving Line of Credit Agreement dated as of August 29, 2019 between Avalon GloboCare Corp.

and Wenzhao “Daniel” Lu dated August 29, 2019 (Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 3, 2019)

Form of Warrant Redemption and Cancellation Agreement (Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 21, 2019)

Letter Agreement by and between Avalon GloboCare Corp.

and David Jin dated February 20, 2020 (Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2020)

Letter Agreement by and between Avalon GloboCare Corp.

and Meng Li dated February 20, 2020 (Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2020)

Letter Agreement by and between Avalon GloboCare Corp.

and Luisa Ingargiola dated February 20, 2020 (Incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2020)

Debt Settlement Agreement and Release between Avalon GloboCare Corp.

and Wenzhao “Daniel” Lu (Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 22, 2021)

Corporate Research Agreement by and between Avalon GloboCare Corp.

and the University of Pittsburgh of the Commonwealth System of Higher Education dated July 8, 2021 (Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 14, 2021)

Form of Securities Purchase

Agreement dated March 28, 2022 (incorporated by reference to Exhibit 10.47 of the Annual Quarterly Report on Form 10-K filed

with the Securities and Exchange Commission on March 30, 2022)

Form of Convertible Note

– March 2022 (incorporated by reference to Exhibit 10.48 of the Annual Quarterly Report on Form 10-K filed with the

Research Agreement by and between Avalon GloboCare Corp.

and the University of Pittsburgh of the Commonwealth System of Higher Education

dated July 8, 2021 (Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange

Commission on July 14, 2021)

of Securities Purchase Agreement dated March 28, 2022 (incorporated by reference to Exhibit 10.47 of the Annual Report on Form 10-K

filed with the Securities and Exchange Commission on March 30, 2022)

of Convertible Note – March 2022 (incorporated by reference to Exhibit 10.48 of the Annual Report on Form 10-K filed with the

Securities and Exchange Commission on March 30, 2022)

Loan Extension and Modification

Agreement between Avalon GloboCare Corp.

and Wenzhao Lu dated March 28, 2022 (incorporated by reference to Exhibit 10.49 of

the Annual Quarterly Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2022)

Form of Securities Purchase Agreement dated March 28, 2022 (Incorporated by reference to Exhibit 10.47 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2022)

Form of Convertible Note – March 2022 (Incorporated by reference to Exhibit 10.48 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2022)

Form of Warrant – March 2022 (Incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 29, 2022)

Amendment No.

1 to the Equity Joint Venture Agreement entered between Avalon GloboCare Corp., Avactis Biosciences Inc., Arbele Limited and Arbele Biotherapeutics Limited dated April 6, 2022

List of Subsidiaries (incorporated by reference to Exhibit 21.1 of the Registration Statement on Form S-1/A filed with the Securities and Exchange Commission on July 20, 2018)

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes Oxley Act

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes Oxley Act

Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act

Extension and Modification Agreement between Avalon GloboCare Corp.

and Wenzhao Lu dated March 28, 2022 (incorporated by reference

to Exhibit 10.49 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2022)

of Securities Purchase Agreement dated March 28, 2022 (Incorporated by reference to Exhibit 10.47 of the Annual Report on Form 10-K

filed with the Securities and Exchange Commission on March 30, 2022)

of Convertible Note – March 2022 (Incorporated by reference to Exhibit 10.48 of the Annual Report on Form 10-K filed with the

Securities and Exchange Commission on March 30, 2022)

of Warrant – March 2022 (Incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed with the Securities

and Exchange Commission on April 29, 2022)

10.53 Amendment

1 to the Equity Joint Venture Agreement entered between Avalon GloboCare Corp., Avactis

Biosciences Inc., Arbele Limited and Arbele Biotherapeutics Limited dated April 6, 2022 (Incorporated

by reference to Exhibit 10.53 of the Quarterly Report on Form 10-Q filed with the Securities

and Exchange Commission on May 11, 2022)

Debt Settlement Agreement and Release between Avalon GloboCare Corp.

and Wenzhao “Daniel” Lu dated July 25, 2022 (Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 25, 2022)

Conversion Agreement between Avalon GloboCare Corp.

and Fsunshine Trading PTE.

dated July 25, 2022 (Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 25, 2022)

of Subsidiaries (incorporated by reference to Exhibit 21.1 of the Registration Statement on Form S-1/A filed with the Securities

and Exchange Commission on July 20, 2018)

Certification

of Chief Executive Officer pursuant to Section 302 of the Sarbanes Oxley Act

Certification

of Chief Financial Officer pursuant to Section 302 of the Sarbanes Oxley Act

Certification

of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act

Inline XBRL Instance Document.

Inline XBRL Taxonomy Extension Schema Document.

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Inline XBRL Taxonomy Extension Definition Linkbase Document.

Inline XBRL Taxonomy Extension Calculation Linkbase

Inline XBRL Taxonomy Extension Definition Linkbase

Inline XBRL Taxonomy Extension Label Linkbase Document.

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

Inline XBRL Taxonomy Extension Presentation Linkbase

Cover Page Interactive Data File (formatted as Inline

XBRL and contained in Exhibit 101).

Filed herewith

3 unchanged sentences

AVALON GLOBOCARE CORP.

August 5, 2022

Chief Executive Officer, President and

Director (Principal Executive Officer)

August 5, 2022

/s/ Luisa Ingargiola

Luisa Ingargiola

Chief Financial Officer

(Principal Financial and Accounting Officer)

Chief Financial Officer (Principal Financial and Accounting Officer)

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information