Item 5. Other Information
Item
5. Other Information
As discussed, above, the Company’s
daily operations are also managed in part by personnel employed by PAVmed, for which the Company incurs a service fee, referred to as
the “MSA Fee”, according to the provisions of a Management Services Agreement (“MSA”) with PAVmed. On May 9,
2023, the Company and PAVmed entered into a seventh amendment to the MSA to increase the MSA Fee to $0.75 million per month, effective
January 1, 2023.
Item
6. Exhibits
The
exhibits filed as part of this Quarterly Report on Form 10-Q are set forth in the “ Exhibit Index ” below.
27
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
Lucid
Diagnostics Inc.
May
15, 2023
By:
/s/
Dennis M McGrath
Dennis
M McGrath
Chief
Financial Officer
(Principal
Financial and Accounting Officer)
28
EXHIBIT
INDEX
Exhibit
Incorporation by Reference
No.
Description
Form
Exhibit No.
Date
3.1
Form of Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock
8-K
(Preferred
Offering)
3.1
3/13/2023
4.1
Form of Senior Secured Convertible Promissory Note
8-K
4.1
3/14/2023
10.1
Termination Agreement, dated as of February 10, 2023, by and among Lucid Diagnostics Inc., LucidDx Labs Inc. and ResearchDx, Inc.
10-K
10.18
3/14/2023
10.2
Registration Rights Agreement, dated as of March 7, 2023, by and among Lucid Diagnostics Inc. and the purchases of Series A Preferred Stock party thereto
8-K
(Preferred
Offering)
10.1
3/13/2023
10.3
Form of Securities Purchase Agreement
8-K
10.1
3/14/2023
10.4
Form of Guaranty
8-K
10.3
3/14/2023
10.5
Form of Registration Rights Agreement
8-K
10.1
3/24/2023
10.6
Form of Voting Agreement
8-K
10.2
3/24/2023
10.7
Seventh Amendment to Management Services Agreement, dated as of May 9, 2023, by and between PAVmed Inc. and Lucid Diagnostics Inc.
*
31.1
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*
31.2
Certification of Principal Financial and Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*
32.1
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
*
32.2
Certification of Principal Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
*
101.INS
Inline XBRL Instance Document
*
101.CAL
Inline XBRL Taxonomy Extension Schema
*
101.DEF
Inline XBRL Taxonomy Extension Calculation Linkbase
*
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase
*
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase
*
104
Cover Page Interactive Data File (embedded within the
Inline XBRL document)
*
*
Filed herewith.
‡
Certain exhibits and schedules have been omitted pursuant to Item 601(b)(10) of Regulation S-K. The registrant hereby undertakes to furnish
supplementally a copy of any omitted exhibit or schedule upon request by the Securities and Exchange Commission.
29
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.