What changed in this filing

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Item 1. Financial Statements

2023-11-13 compared with 2023-08-14 · 591 added, 613 removed, 583 unchanged (67% of the section changed)

2 unchanged sentences

thousands except number of shares and per share data - unaudited)

June 30, 2023

December 31, 2022

expenses, deposits, and other current assets

current assets

Accounts receivable

Prepaid expenses, deposits, and other current assets

Total current assets

Fixed assets, net

Operating lease right-of-use assets

Intangible assets, net

Liabilities, Preferred Stock and Stockholders’ Equity

lease right-of-use assets

Preferred Stock and Stockholders’ Equity

expenses and other current liabilities

lease liabilities, current portion

Secured Convertible Notes - at fair value

liability - at fair value

current liabilities

Accounts payable

Accrued expenses and other current liabilities

Operating lease liabilities, current portion

Senior Secured Convertible Notes - at fair value

Derivative liability - at fair value

Total current liabilities

Operating lease liabilities, less current portion

Total liabilities

Commitments and contingencies (Note 9)

Stockholders’ Equity:

Preferred stock, $ 0.001 par value.

lease liabilities, less current portion

and contingencies (Note 9)

Stockholders’

stock, $ 0.001 par value.

Authorized, 20,000,000 shares;

Series B Convertible Preferred Stock, par value $ 0.001 , issued and outstanding 1,254,497 at June 30, 2023 and 1,205,759 shares at December 31, 2022

Common stock, $ 0.001 par value.

Series B Convertible Preferred Stock, par value $ 0.001 , issued and outstanding

1,279,601 at September 30, 2023 and 1,205,759 shares at December 31, 2022

stock, $ 0.001 par value.

Authorized, 250,000,000 shares;

108,537,994 and 94,510,537 shares outstanding as of June 30, 2023 and December 31, 2022, respectively

Additional paid-in capital

Accumulated deficit

Treasury stock

Total PAVmed Inc.

Stockholders’ Equity

Noncontrolling interests

Total Stockholders’ Equity

Total Liabilities and Stockholders’ Equity

119,701,959 and 94,510,537 shares outstanding as of September 30, 2023 and

December 31, 2022, respectively

paid-in capital

Stockholders’ Equity (Deficit)

Noncontrolling

Stockholders’ Equity (Deficit)

Liabilities and Stockholders’ Equity (Deficit)

accompanying notes to the unaudited condensed consolidated financial statements.

1 unchanged sentence

thousands except number of shares and per share data - unaudited)

Three Months Ended

Six Months Ended

and marketing

and administrative

of acquired intangible assets

and development

operating expenses

Cost of revenue

Sales and marketing

General and administrative

Amortization of acquired intangible assets

Research and development

Total operating expenses

Operating loss

Other income (expense):

Interest income

Interest expense

Change in fair value - Senior Secured Convertible Notes

Loss on issue and offering costs - Senior Secured Convertible Note

Debt extinguishments loss - Senior Secured Convertible Notes

Change in fair value - derivative liability

Gain on sale of intellectual property

Other income (expense), net

Loss before provision for income tax

Provision for income taxes

Net loss before noncontrolling interests

Net loss attributable to the noncontrolling interests

Net loss attributable to PAVmed Inc.

income (expense):

in fair value - Senior Secured Convertible Notes

on issue and offering costs - Senior Secured Convertible Note

extinguishments loss - Senior Secured Convertible Notes

in fair value - derivative liability

on sale of intellectual property

income (expense), net

before provision for income tax

for income taxes

loss before noncontrolling interests

loss attributable to the noncontrolling interests

loss attributable to PAVmed Inc.

Series B Convertible Preferred Stock dividends earned

Net loss attributable to PAVmed Inc.

loss attributable to PAVmed Inc.

common stockholders

Per share information:

Net loss per share attributable to PAVmed Inc.

loss per share attributable to PAVmed Inc.

- basic and diluted

Net loss per share attributable to PAVmed Inc.

loss per share attributable to PAVmed Inc.

common stockholders – basic and diluted

Weighted average common shares outstanding, basic and diluted

average common shares outstanding, basic and diluted

accompanying notes to the unaudited condensed consolidated financial statements.

CONDENSED CONSOLIDATED

STATEMENT OF CHANGES IN EQUITY (DEFICIT)

the THREE MONTHS ENDED June 30, 2023

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (DEFICIT)

the THREE MONTHS ENDED September 30, 2023

thousands except number of shares and per share data)

Stockholders’ Equity (Deficit)

Series B Convertible

Preferred Stock

Additional Paid-In

Non controlling

Balance - March 31, 2023

B Convertible Preferred Stock

- June 30, 2023

$ ( 260,783 )

Dividends declared - Series B Convertible Preferred Stock

Issue common stock - PAVM ATM Facility

Conversions - Senior Secured Convertible Note

Impact of subsidiary equity transactions

Issuance - vendor service agreement

Stock-based compensation - PAVmed Inc.

Stock-based compensation - majority-owned subsidiary

Balance - June 30, 2023

declared - Series B Convertible Preferred Stock

- Senior Secured Convertible Note

- majority-owned subsidiary common stock - Senior Secured Convertible Note

- Employee Stock Purchase Plan

- majority-owned subsidiary common stock - Employee Stock Purchase Plan

of subsidiary equity transactions

compensation - PAVmed Inc.

compensation - majority-owned subsidiary

- September 30, 2023

$ ( 278,529 )

1 unchanged sentence

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (DEFICIT)

the SIX MONTHS ENDED June 30, 2023

the NINE MONTHS ENDED September 30, 2023

thousands, except number of shares and per share data - unaudited)

Stockholders’ Equity (Deficit)

Series B Convertible

Preferred Stock

Additional Paid-In

Non controlling

Balance - December 31, 2022

B Convertible Preferred Stock

- December 31, 2022

$ ( 228,169 )

Dividends declared - Series B Convertible Preferred Stock

Issue common stock - PAVM ATM Facility

Vest - restricted stock awards

Conversions - Senior Secured Convertible Note

Purchase - Employee Stock Purchase Plan

Purchase - majority-owned subsidiary common stock - Employee Stock Purchase Plan

Issuance - majority-owned subsidiary common stock - At-The-Market Facility, net of financing charges

Impact of subsidiary equity transactions

Issuance - majority-owned subsidiary common stock - Settlement APA-RDx - Termination Payment

Issuance - vendor service agreement

Issuance - majority-owned subsidiary preferred stock

Stock-based compensation - PAVmed Inc.

Stock-based compensation - majority-owned subsidiaries

Treasury stock

Balance - June 30, 2023

declared - Series B Convertible Preferred Stock

common stock - PAVM ATM Facility

- restricted stock awards

- Senior Secured Convertible Note

- majority-owned subsidiary common stock - Senior Secured Convertible Note

- Employee Stock Purchase Plan

- majority-owned subsidiary common stock - Employee Stock Purchase Plan

- majority-owned subsidiary common stock - At-The-Market Facility, net of financing charges

of subsidiary equity transactions

- majority-owned subsidiary common stock - Settlement APA-RDx - Termination Payment

- vendor service agreement

- majority-owned subsidiary preferred stock

compensation - PAVmed Inc.

compensation - majority-owned subsidiaries

- September 30, 2023

$ ( 278,529 )

1 unchanged sentence

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (DEFICIT)

the THREE MONTHS ENDED June 30, 2022

the THREE MONTHS ENDED September 30, 2022

thousands, except number of shares and per share data - unaudited)

Stockholders’ Equity (Deficit)

Series B Convertible

Preferred Stock

Additional Paid-In

Non controlling

Balance - March 31, 2022

B Convertible Preferred Stock

- June 30, 2022

$ ( 181,442 )

Dividends declared - Series B Convertible Preferred Stock

Vest - restricted stock awards

Exercise - stock options

Exercise - stock options of majority-owned subsidiary

Impact of subsidiary equity transactions

Stock-based compensation - PAVmed Inc.

Stock-based compensation - majority-owned subsidiary

Treasury stock

Balance - June 30, 2022

declared - Series B Convertible Preferred Stock

- Series B Convertible Preferred Stock

- Senior Secured Convertible Note

- stock options of majority-owned subsidiary

- Employee Stock Purchase Plan

- majority-owned subsidiary common stock - Employee Stock Purchase Plan

- majority-owned subsidiary common stock - Committed Equity Facility, net of financing charges

of subsidiary equity transactions

- majority-owned subsidiary common stock - Settlement APA-RDx - Installment Payment

compensation - PAVmed Inc.

compensation - majority-owned subsidiary

- September 30, 2022

$ ( 207,638 )

1 unchanged sentence

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (DEFICIT)

the SIX MONTHS ENDED June 30, 2022

the NINE MONTHS ENDED September 30, 2022

thousands, except number of shares and per share data - unaudited)

Stockholders’ Equity (Deficit)

Series B Convertible

Preferred Stock

Additional Paid-In

Non controlling

Balance - December 31, 2021

B Convertible Preferred Stock

- December 31, 2021

$ ( 138,910 )

1 unchanged sentence

$ ( 138,910 )

Dividends declared - Series B Convertible Preferred Stock

Vest - restricted stock awards

Exercise - Series Z warrants

declared - Series B Convertible Preferred Stock

- Series B Convertible Preferred Stock

- restricted stock awards

- Series Z warrants

- Senior Secured Convertible Note

Exercise - stock options

Exercise - stock options of majority-owned subsidiary

Purchase - Employee Stock Purchase Plan

Impact of subsidiary equity transactions

Stock-based compensation - PAVmed Inc.

Stock-based compensation - majority-owned subsidiaries

Treasury stock

Balance - June 30, 2022

- stock options of majority-owned subsidiary

- Employee Stock Purchase Plan

- majority-owned subsidiary common stock - Employee Stock Purchase Plan

- majority-owned subsidiary common stock - Committed Equity Facility, net of financing charges

of subsidiary equity transactions

- majority-owned subsidiary common stock - Settlement APA-RDx - Installment Payment

compensation - PAVmed Inc.

compensation - majority-owned subsidiaries

- September 30, 2022

$ ( 207,638 )

Ending balance

$ ( 207,638 )

2 unchanged sentences

thousands, except number of shares and per share data - unaudited)

Six Months Ended June 30,

Cash flows from operating activities

Net loss - before noncontrolling interest (“NCI”)

Adjustments to reconcile net loss - before NCI to net cash used in operating activities

Depreciation and amortization expense

Stock-based compensation

Gain on sale of intellectual property

Months Ended September 30,

flows from operating activities

loss - before noncontrolling interest (“NCI”)

to reconcile net loss - before NCI to net cash used in operating activities

and amortization expense

on sale of intellectual property

Issue common stock of majority-owned subsidiary - settle termination payment

Issue common stock - vendor service agreement

Change in fair value - Senior Secured Convertible Notes

Loss on issue - Senior Secured Convertible Note

Debt extinguishment loss - Senior Secured Convertible Note

Change in fair value - derivative liability

Non-cash lease expense

Changes in operating assets and liabilities:

Accounts receivable

Prepaid expenses, deposits and current and other assets

Accounts payable

Accrued expenses and other current liabilities

Net cash flows used in operating activities

Cash flows from investing activities

common stock - vendor service agreement

in fair value - Senior Secured Convertible Notes

on issue - Senior Secured Convertible Note

extinguishment loss - Senior Secured Convertible Note

in fair value - derivative liability

lease expense

in operating assets and liabilities:

expenses, deposits and current and other assets

expenses and other current liabilities

cash flows used in operating activities

flows from investing activities

Purchase of equipment

Proceeds from sale of intellectual property

Asset acquisitions

Net cash flows used in investing activities

Cash flows from financing activities

Proceeds – issue of preferred stock - majority-owned subsidiary

Proceeds – issue of Senior Secured Convertible Note

Proceeds – issue of common stock - At-The-Market Facility

Proceeds – majority-owned subsidiary common stock - At-The-Market Facility

Proceeds – exercise of stock options

Proceeds – issue common stock – Employee Stock Purchase Plan

Proceeds – majority-owned subsidiary common stock – Employee Stock Purchase Plan

Proceeds – exercise of stock options issued under equity plan of majority owned subsidiary

Purchase Treasury Stock – payment of employee payroll tax obligation in connection with stock-based compensation

Net cash flows provided by financing activities

Net increase (decrease) in cash

Cash, beginning of period

Cash, end of period

from sale of intellectual property

cash flows used in investing activities

flows from financing activities

– issue of preferred stock - majority-owned subsidiary

– issue of Senior Secured Convertible Note

– issue of common stock - At-The-Market Facility

– majority-owned subsidiary common stock - Committed Equity Facility and At-The-Market Facility

exercise of stock options

– issue common stock – Employee Stock Purchase Plan

– majority-owned subsidiary common stock – Employee Stock Purchase Plan

– exercise of stock options issued under equity plan of majority owned subsidiary

Treasury Stock – payment of employee payroll tax obligation in connection with stock-based compensation

cash flows provided by financing activities

increase (decrease) in cash

beginning of period

end of period

accompanying notes to the unaudited condensed consolidated financial statements.

10 unchanged sentences

is a diversified commercial-stage medical technology company operating in the medical device, diagnostics, and digital health sectors,

including through Lucid Diagnostics, a commercial-stage cancer prevention diagnostics company, and Veris

Health, a private digital health company focused on enhanced personalized cancer care through remote patient monitoring using implantable biologic sensors with wireless communication along with a custom

suite of connected external devices.

The Company’s current central focus is on

the commercialization of Lucid’s EsoGuard assay and Veris Health’s Veris Cancer Care Platform.

As resources permit, we will

continue to explore internal and external innovations that fulfill our project selection criteria without limiting ourselves to any target

specialty or condition.

including through Lucid Diagnostics, a commercial-stage cancer prevention diagnostics company, and Veris Health, a private digital health

company focused on enhanced personalized cancer care through remote patient monitoring using implantable biologic sensors with wireless

communication along with a custom suite of connected external devices.

The Company’s current central focus is on the commercialization

of Lucid’s EsoGuard assay and Veris Health’s Veris Cancer Care Platform.

As resources permit, we will continue to explore

internal and external innovations that fulfill our project selection criteria without limiting ourselves to any target specialty or condition.

Company has financed its operations principally through public and private issuances of its common stock, preferred stock, common stock

4 unchanged sentences

The Company expects to continue to experience recurring losses from operations

and will continue to fund its operations with debt and equity financing transactions.

and will continue to fund its operations with debt and equity financing transactions, including current obligations on the Company’s existing convertible debt which in accordance with management’s

plans may include conversions to equity and refinancing our existing debt obligations to extend maturity dates.

Notwithstanding, however, with the cash on-hand

as of the date hereof and other debt and equity committed sources of financing, the Company expects to be able to fund its operations

as of the date hereof and other debt and equity committed sources of financing, conversion and refinancing of existing convertible notes, the Company expects to be able to fund its operations

for one year from the date of the issue of the Company’s consolidated financial statements included herein in the Company’s

Quarterly Report on Form 10-Q for the period ended June 30, 2023.

Quarterly Report on Form 10-Q for the period ended September 30, 2023.

2 — Summary of Significant Accounting Policies

26 unchanged sentences

for a fair statement of the Company’s unaudited condensed consolidated financial information.

2 — Summary of Significant Accounting Policies - continued

consolidated results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the consolidated

consolidated results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the consolidated

results to be expected for the year ending December 31, 2023 or for any other interim period or for any other future periods.

3 unchanged sentences

December 31, 2022 included in the Company’s Annual Report on Form 10-K as filed with the SEC on March 14, 2023.

amounts in the accompanying unaudited condensed consolidated financial statements and the notes thereto are presented in thousands

of dollars, if not otherwise noted as being presented in millions of dollars, except for shares and per share amounts.

amounts in the accompanying unaudited condensed consolidated financial statements and the notes thereto are presented in thousands of

dollars, if not otherwise noted as being presented in millions of dollars, except for shares and per share amounts.

2 — Summary of Significant Accounting Policies - continued

preparing the unaudited condensed consolidated financial statements in conformity with U.S.

48 unchanged sentences

supplies, the receipt of a sample, and the release of a test result to the ordering healthcare provider is far less than one year.

2 — Summary of Significant Accounting Policies - continued

price —The transaction price is the amount of consideration that the Company expects to collect in exchange for transferring

21 unchanged sentences

inception, the Company expects the collection cycle to be one year or less.

2 — Summary of Significant Accounting Policies - continued

Value Option (“FVO”) Election

34 unchanged sentences

and did not affect net loss.

2 — Summary of Significant Accounting Policies - continued

Adopted Accounting Pronouncements

19 unchanged sentences

RDx, with such agreement further discussed in Note 5 , Asset Purchase Agreement and Management Services Agreement.

the three and six months ended June 30, 2023, the Company recognized total revenue of $ 166

respectively, primarily resulting from the delivery of patient EsoGuard test results.

Revenue recognized from customer contracts

deemed to include a variable consideration transaction price is limited to the unconstrained portion of the variable consideration.

The Company’s revenue for the three and six months ended June 30, 2022 was $ 0 and $ 189 ,

which solely reflects the revenue recognized under the EsoGuard Commercialization Agreement, which represented the minimum fixed

monthly fee of $ 100 for

the period January 1, 2022 to the February 25, 2022 termination date as discussed above.

The monthly fee was deemed to be

collectible for such period as RDx has timely paid the applicable respective monthly fee.

3 — Revenue from Contracts with Customers - continued

the three and nine months ended September 30, 2023, the Company recognized total revenue of $ 791 and $ 1,403 , respectively, primarily

resulting from the delivery of patient EsoGuard test results.

Revenue recognized from customer contracts deemed to include a variable

consideration transaction price is limited to the unconstrained portion of the variable consideration.

The Company’s revenue for

the three months ended September 30, 2022 was $ 76 , primarily resulting from the delivery of patient EsoGuard test results.

The Company’s

revenue for the nine months ended September 30, 2022 was $ 265 , and includes the activity described for the three months ended September

30, 2022, along with the revenue recognized under the EsoGuard Commercialization Agreement, which represented the minimum fixed monthly

fee of $ 100 for the period January 1, 2022 to the February 25, 2022 termination date as discussed above.

The monthly fee was deemed to

be collectible for such period as RDx has timely paid the applicable respective monthly fee.

cost of revenues principally includes the costs related to the Company’s laboratory operations (excluding estimated costs associated

with research activities), the costs related to the EsoCheck cell collection device, cell sample mailing kits and license royalties.

the three and six months ended June 30, 2023, the cost of revenue was $ 1,685

and $ 3,030 ,

respectively, and was primarily related to costs for our laboratory operations and EsoCheck device supplies.

the three and nine months ended September 30, 2023, the cost of revenue was $ 1,779 and $ 4,809 , respectively, and was primarily related

to costs for our laboratory operations and EsoCheck device supplies.

The Company’s cost of revenue for the three months ended September

30, 2022 was $ 1,626 , and was primarily related to costs for our laboratory operations and EsoCheck device supplies.

The Company’s

cost of revenue for the three and six months ended June 30, 2022 was $ 0 and $ 369 ,

which solely reflects the costs attributable to delivering the services under the EsoGuard Commercialization Agreement for the

cost of revenue for the nine months ended September 30, 2022 was $ 1,996 , and includes the activity described for the three months ended

September 30, 2022, along with the costs attributable to delivering the services under the EsoGuard Commercialization Agreement for the

period January 1, 2022 thru its termination on February 25, 2022.

In the three months ended June 30, 2022, laboratory operations costs are included in operating expenses as general

and administrative expenses in the accompanying unaudited condensed consolidated statements of operations.

4 — Related Party Transactions

7 unchanged sentences

of Incurred Expenses of Minority Shareholders

Three Months Ended June 30,

Six Months Ended June 30,

Cost of Revenue

CWRU – Royalty Fees

General and Administrative Expense

Stock-based compensation expense – Physician Inventors’ restricted stock awards

Research and Development Expense

Amended CWRU – License Agreement - reimbursement of patent legal fees

Fees - Physician Inventors’ consulting agreements

Sponsored research agreement

Stock-based compensation expense – Physician Inventors’ stock options

Total Related Party Expenses

– Royalty Fees

and Administrative Expense

CWRU – License Agreement - reimbursement of patent legal fees

compensation expense – Physician Inventors’ restricted stock awards

and Development Expense

- Physician Inventors’ consulting agreements

research agreement

compensation expense – Physician Inventors’ stock options

Related Party Expenses

of September 30, 2023, Lucid had an outstanding payable of $ 820 .

4 — Related Party Transactions - continued

Note 12, Stock-Based Compensation , for information regarding each of the “PAVmed Inc.

10 unchanged sentences

interest in Veris Health.

Veris Health recognized general and administrative expense of $ 13 and $ 18 in the three and six months ended

June 30, 2023, respectively, and $ 13 and $ 37 in the three and six months ended June 30, 2022, respectively, in connection with the consulting

Veris Health recognized general and administrative expense of $ 0 and $ 25 in the three and nine months ended

September 30, 2023, respectively, and $ 8 and $ 45 in the three and nine months ended September 30, 2022, respectively, in connection with

the consulting agreement.

5 — Asset Purchase Agreement and Management Services Agreement

29 unchanged sentences

of Prepaid Expenses and Other Current Assets

June 30, 2023

December 31, 2022

Advanced payments to service providers and suppliers

Prepaid insurance

EsoCheck cell collection supplies

EsoGuard mailer supplies

Veris Box supplies

Total prepaid expenses, deposits and other current assets

the six months ended June 30, 2023, the Company entered into additional lease agreements that have commenced and are classified as operating

leases and short-term leases, including for each of:

payments to service providers and suppliers

cell collection supplies

mailer supplies

prepaid expenses, deposits and other current assets

the nine months ended September 30, 2023, the Company entered into additional lease agreements that have commenced and are classified

as operating leases and short-term leases, including for each of:

principal corporate offices and additional Lucid Test Centers.

Company’s future lease payments as of June 30, 2023, which are presented as operating lease liabilities, current portion and operating

lease liabilities, less current portion on the Company’s unaudited condensed consolidated balance sheets are as follows:

Company’s future lease payments as of September 30, 2023, which are presented as operating lease liabilities, current portion and

operating lease liabilities, less current portion on the Company’s unaudited condensed consolidated balance sheets are as follows:

of Future Lease Payments

(remainder of year)

Total lease payments

lease payments

imputed interest

Present value of lease liabilities

value of lease liabilities

disclosure of cash flow information related to the Company’s cash and non-cash activities with its leases are as follows:

of Supplemental Cash Flow Information Related to Cash and Non-cash Activities with Leases

Six Months Ended June 30,

Cash paid for amounts included in the measurement of lease liabilities

Operating cash flows from operating leases

Non-cash investing and financing activities

Right-of-use assets obtained in exchange for new operating lease liabilities

Weighted-average remaining lease term - operating leases (in years)

Weighted-average discount rate - operating leases

of June 30, 2023 and December 31, 2022, the Company’s right-of-use assets from operating leases were $ 5,014 and $ 3,037 , respectively,

Months Ended September 30,

paid for amounts included in the measurement of lease liabilities

cash flows from operating leases

investing and financing activities

assets obtained in exchange for new operating lease liabilities

Weighted-average

remaining lease term - operating leases (in years)

Weighted-average

discount rate - operating leases

of September 30, 2023 and December 31, 2022, the Company’s right-of-use assets from operating leases were $ 4,663 and $ 3,037 , respectively,

which are reported in operating lease right-of-use assets in the unaudited condensed consolidated balance sheets.

As of June 30, 2023

and December 31, 2022, the Company had outstanding operating lease obligations of $ 5,155 and $ 2,987 , respectively, of which $ 1,427 and

$ 1,141 , respectively, are reported in operating lease liabilities, current portion and $ 3,728 and $ 1,846 , respectively, are reported

As of September 30,

2023 and December 31, 2022, the Company had outstanding operating lease obligations of $ 4,917 and $ 2,987 , respectively, of which $ 1,574

and $ 1,141 , respectively, are reported in operating lease liabilities, current portion and $ 3,343 and $ 1,846 , respectively, are reported

in operating lease liabilities less current portion in the Company’s unaudited condensed consolidated balance sheets.

11 unchanged sentences

of Intangible Assets, Less Accumulated Amortization

Estimated Useful Life

June 30, 2023

December 31, 2022

Defensive asset

Laboratory licenses and certifications and laboratory information management software

Total Intangible assets

Less Accumulated Amortization

Intangible Assets, net

licenses and certifications and laboratory information management software

Intangible assets

Accumulated Amortization

defensive technology intangible asset was recognized upon its acquisition of CapNostics, an unrelated third-party, for total purchase

9 unchanged sentences

twenty-four months commencing on the APA-RDx February 25, 2022 transaction date.

expense of the intangible assets discussed above was $ 505 and $ 650 for the three month periods ended June 30, 2023 and 2022, respectively,

and $ 1,010 and $ 773 for the six month periods ended June 30, 2023 and 2022, respectively, and is included in amortization of acquired

intangible assets in the accompanying unaudited condensed consolidated statements of operations.

As of June 30, 2023, the estimated future

amortization expense associated with the Company’s finite-lived intangible assets for each of the five succeeding fiscal years

is as follows:

expense of the intangible assets discussed above was $ 505 and $ 505 for the three month periods ended September 30, 2023 and 2022, respectively,

and $ 1,516 and $ 1,278 for the nine month periods ended September 30, 2023 and 2022, respectively, and is included in amortization of

acquired intangible assets in the accompanying unaudited condensed consolidated statements of operations.

As of September 30, 2023, the

estimated future amortization expense associated with the Company’s finite-lived intangible assets for each of the five succeeding

fiscal years is as follows:

Schedule of Estimated Amortization Expense for Intangible Assets

1 unchanged sentence

9 — Commitment and Contingencies

In the ordinary course of PAVmed business, particularly as it begins commercialization

of its products, the Company may be subject to certain other legal actions and claims, including product liability, consumer, commercial,

tax and governmental matters, which may arise from time to time.

The Company is not aware of any such pending legal or other proceedings

that are reasonably likely to have a material impact on the Company.

Notwithstanding, legal proceedings are subject-to inherent uncertainties,

and an unfavorable outcome could include monetary damages, and excessive verdicts can result from litigation, and as such, could result

in a material adverse impact on the Company’s business, financial position, results of operations, and /or cash flows.

Additionally,

although the Company has specific insurance for certain potential risks, the Company may in the future incur judgments or enter into settlements

of claims which may have a material adverse impact on the Company’s business, financial position, results of operations, and /or

the ordinary course of PAVmed business, particularly as it begins commercialization of its products, the Company may be subject to certain

other legal actions and claims, including product liability, consumer, commercial, tax and governmental matters, which may arise from

time to time.

The Company is not aware of any such pending legal or other proceedings that are reasonably likely to have a material impact

on the Company.

Notwithstanding, legal proceedings are subject-to inherent uncertainties, and an unfavorable outcome could include monetary

damages, and excessive verdicts can result from litigation, and as such, could result in a material adverse impact on the Company’s

business, financial position, results of operations, and /or cash flows.

Additionally, although the Company has specific insurance for

certain potential risks, the Company may in the future incur judgments or enter into settlements of claims which may have a material

adverse impact on the Company’s business, financial position, results of operations, and /or cash flows.

10 — Financial Instruments Fair Value Measurements

1 unchanged sentence

fair value hierarchy table for the periods indicated is as follows:

Schedule of Financial Liabilities Measured at Fair Value on Recurring Basis

Fair Value Measurement on a Recurring Basis at Reporting Date Using 1

Level-1 Inputs

Level-2 Inputs

Level-3 Inputs

June 30, 2023

Senior Secured Convertible Note - April 2022

Senior Secured Convertible Note - September 2022

Lucid Senior Secured Convertible Note - March 2023

Derivative liability

Level-1 Inputs

Level-2 Inputs

Level-3 Inputs

of Financial Liabilities Measured at Fair Value on Recurring Basis

Value Measurement on a Recurring Basis at Reporting Date Using 1

September 30, 2023

Secured Convertible Note - April 2022

Secured Convertible Note - September 2022

Senior Secured Convertible Note - March 2023

December 31, 2022

Senior Secured Convertible Note - April 2022

Senior Secured Convertible Note - September 2022

were no transfers between the respective Levels during the period ended June 30, 2023.

Secured Convertible Note - April 2022

Secured Convertible Note - September 2022

1 There were no transfers

between the respective Levels during the period ended September 30, 2023.

discussed in Note 11, Debt , the Company issued Senior Secured Convertible Notes dated April 4, 2022 and September 8, 2022, with

14 unchanged sentences

dated volatilities) inputs.

estimated fair value of the Lucid March 2023 Senior Convertible Note as of each of March 21, 2023 and June 30, 2023, and the estimated

fair value of the April 2022 Senior Convertible Note and the September 2022 Senior Convertible Note as of June 30, 2023, were computed

estimated fair value of the Lucid March 2023 Senior Convertible Note as of each of March 21, 2023 and September 30, 2023, and the estimated

fair value of the April 2022 Senior Convertible Note and the September 2022 Senior Convertible Note as of September 30, 2023, were computed

using a Monte Carlo simulation of the present value of its cash flows using a synthetic credit rating analysis and a required rate-of-return,

using the following assumptions:

of Fair Value Assumption Used

April 2022 Senior Convertible Note:

June 30, 2023

September 2022 Senior Convertible Note:

June 30, 2023

Lucid March 2023 Senior Convertible Note:

Schedule of Fair Value Assumption Used

2022 Senior Convertible Note:

September 30, 2023

2022 Senior Convertible Note:

September 30, 2023

March 2023 Senior Convertible Note:

March 21, 2023

Lucid March 2023 Senior Convertible Note:

June 30, 2023

Face value principal payable

Required rate of return

March 2023 Senior Convertible Note:

September 30, 2023

value principal payable

rate of return

Conversion Price

Value of common stock

Expected term (years)

Risk free rate

Dividend yield

10 — Financial Instruments Fair Value Measurements - continued

Liability - Written Protective Put

Company, through its majority-owned subsidiary Veris Health, entered into a Research and Development Agreement, with an effective

date of May 31, 2023, with an unrelated third-party technical services provider (the “May 31, 2023 R&D Agreement”).

principal service to be provided by the service provider under the May 31, 2023 R&D Agreement was the continued development of the

electronics and firmware for the Veris Health implantable physiologic monitor.

discussed in Note 14, Common Stock and Common Stock Purchase Warrants , 1.5

million shares of PAVmed common stock were issued to the service provider as the consideration for a $ 750 portion of the services to

be rendered under the May 31, 2023 R&D Agreement.

The issued shares of common stock are (contingently) settlement-in-full of the

consideration obligations of the Company under the May 31, 2023 R&D Agreement, subject-to a contractual “minimum fair

market value” as such amount is discussed below.

Company, through its majority-owned subsidiary Veris Health, entered into a Research and Development Agreement, with an effective date

of May 31, 2023, with an unrelated third-party technical services provider (the “May 31, 2023 R&D Agreement”).

The principal

service to be provided by the service provider under the May 31, 2023 R&D Agreement was the continued development of the electronics

and firmware for the Veris Health implantable physiologic monitor.

discussed in Note 14, Common Stock and Common Stock Purchase Warrants , 1.5 million shares of PAVmed common stock were issued to

the service provider as the consideration for a $ 750 portion of the services to be rendered under the May 31, 2023 R&D Agreement.

The issued shares of common stock are (contingently) settlement-in-full of the consideration obligations of the Company under the May

31, 2023 R&D Agreement, subject-to a contractual “minimum fair market value” as such amount is discussed below.

resolution of the contingent settlement-in-full with respect to the issued shares of common stock of the Company is predicated on and

12 unchanged sentences

The derivative liability had an initial May 31, 2023

estimated fair value of approximately $ 262 which was recognized as a current period charge classified in other income (expense) in the

estimated fair value of approximately $ 262 which was recognized as an initial period charge classified in other income (expense) in the

accompanying (unaudited) condensed consolidated statement of operations.

3 unchanged sentences

of the contingent additional contractual consideration obligation, if any.

In this regard, as of June 30, 2023, the remeasured estimated

In this regard, as of September 30, 2023, the remeasured estimated

fair value was approximately $ 291 , with the change in the estimated fair value recognized as other income (expense).

4 unchanged sentences

measurement dates noted, as follows:

of Fair Value Assumption Used

June 30, 2023

Contractual minimum effective conversion price

Schedule of Fair Value Assumption Used

September 30, 2023

minimum effective conversion price

Price per share

Remaining expected term (years)

Risk free rate

Dividend yield

expected term (years)

estimated fair values recognized with respect to the senior secured convertible debt and the written protective put derivative liability,

as each is discussed above, utilized PAVmed and Lucid Diagnostics common stock prices, along with certain Level 3 inputs (as

presented in the respective tables above), in the development of Monte Carlo simulation models, discounted cash flow analyses, and /or

Black-Scholes valuation models.

The estimated fair values are subjective and are affected by changes in inputs to the valuation models

and analyses, including the respective common stock prices, the dividend yields, the risk-free rates based on U.S.

Treasury security

yields, and certain other Level-3 inputs including, assumptions regarding the estimated volatility in the value of the respective common

stock prices.

Changes in these assumptions can materially affect the recognized estimated fair values.

as each is discussed above, utilized PAVmed and Lucid Diagnostics common stock prices, along with certain Level 3 inputs (as presented

in the respective tables above), in the development of Monte Carlo simulation models, discounted cash flow analyses, and /or Black-Scholes

valuation models.

The estimated fair values are subjective and are affected by changes in inputs to the valuation models and analyses,

including the respective common stock prices, the dividend yields, the risk-free rates based on U.S.

Treasury security yields, and certain

other Level-3 inputs including, assumptions regarding the estimated volatility in the value of the respective common stock prices.

in these assumptions can materially affect the recognized estimated fair values.

fair value and face value principal outstanding of the Senior Convertible Notes as of the dates indicated are as follows:

Summary of Outstanding Debt

Maturity Date

Interest Rate

Price per Share

Face Value Principal

Contractual Maturity Date

Stated Interest Rate

Conversion Price per Share

Face Value Principal Outstanding

April 2022 Senior Convertible Note

4 unchanged sentences

March 21, 2025

Balance as of June 30, 2023

Balance as of September 30, 2023

Maturity Date

1 unchanged sentence

Price per Share

Face Value Principal

April 2022 Senior Convertible Note

April 4, 2024

September 2022 Senior Convertible Note

September 6, 2024

Value Principal Outstanding

2022 Senior Convertible Note

Balance as of December

changes in the fair value of debt during the three and six months ended June 30, 2023 is as follows:

changes in the fair value of debt during the three and nine months ended September 30, 2023 is as follows:

Schedule of Changes in Fair Value of Debt

April 2022 Senior Convertible Note

September 2022 Senior Convertible Note

Lucid March 2023 Senior Convertible Note

Sum of Balance Sheet Fair Value Components

Other Income (expense)

Fair Value - December 31, 2022

Face value principal – issue date

Fair value adjustment – issue date

Installment repayments – common stock

Non-installment payments – common stock

Change in fair value

Fair Value at March 31, 2023

2022 Senior Convertible Note

March 2023 Senior Convertible Note

of Balance Sheet Fair Value Components

Income (expense)

Value - June 30, 2023

value principal – issue date

value adjustment – issue date

repayments – common stock

Non-installment

payments – common stock

in fair value

Value at September 30, 2023

Income (Expense) - Change in fair value – three months ended September 30, 2023

2022 Senior Convertible Note

March 2023 Senior Convertible Note

of Balance Sheet Fair Value Components

Income (expense)

Value - December 31, 2022

Fair Value, Beginning

Other Income (Expense) - Change in fair value – three months ended March 31, 2023

Installment repayments – common stock

Non-installment payments – common stock

Change in fair value

Fair Value at June 30, 2023

Fair Value, Ending

Other Income (Expense) - Change in fair value – three months ended June 30, 2023

Other Income (Expense) - Change in fair value – six months ended June 30, 2023

value principal – issue date

value adjustment – issue date

repayments – common stock

Non-installment

payments – common stock

in fair value

Value at September 30, 2023

Value, Ending

Income (Expense) - Change in fair value – nine months ended September 30, 2023

11 — Debt - continued

21 unchanged sentences

(a) the outstanding principal amount of the total senior convertible notes outstanding, accrued and unpaid interest thereon and accrued

and unpaid late charges to (b) the Company’s average market capitalization over the prior ten trading days, to not exceed 30% (except

that such maximum percentage was 50% for the period from September 8, 2022 through March 5, 2023) (the “Debt to Market Cap Ratio

and unpaid late charges to (b) the Company’s average market capitalization over the prior ten trading days, to not exceed 30% (the

“Debt to Market Cap Ratio Test”);

and (iii) the Company’s market capitalization to at no time be less than $75 million

(the “Market Cap Test”

and, together with the Debt to Market Cap Ratio Test, the “Financial Tests”).

From time to time from and after June 1, 2023 through August 14, 2023,

the Company was not in compliance with the Financial Tests.

As of August 14, 2023, the Investor agreed to waive any such non-compliance

during such time period and thereafter through November 30, 2023.

the six months ended June 30, 2023, approximately $ 3,151 of principal repayments along with approximately $ 57 of interest expense thereon,

were settled through the issuance of 9,523,481 shares of common stock of the Company, with such shares having a fair value of approximately

$ 4,419 (with such fair value measured as the respective conversion date quoted closing price of the common stock of the Company).

conversions resulted in a debt extinguishment loss of $ 743 and $ 1,268 in the three and six months ended June 30, 2023.

Subsequent to

June 30, 2023, as of August 10, 2023, approximately $ 601 of principal repayments along with approximately $ 25 of interest

expense thereon, were settled through the issuance of 2,005,685 shares of common stock of the Company, with such shares having a fair

value of approximately $ 771 (with such fair value measured as the respective conversion date quoted closing price of the common

stock of the Company).

Diagnostics - Senior Secured Convertible Notes

(the “Market Cap Test” and, together with the Debt to Market Cap Ratio Test, the “Financial Tests”).

to time from and after June 1, 2023 through August 14, 2023, the Company was not in compliance with the Financial Tests.

14, 2023, the Investor agreed to waive any such non-compliance during such time period and thereafter through November 30, 2023.

the nine months ended September 30, 2023, approximately $ 5,102

of principal repayments along with approximately

of interest expense thereon, were settled through

the issuance of 20,383,445

shares of common stock of the Company, with such

shares having a fair value of approximately $ 8,408

(with such fair value measured as the respective

conversion date quoted closing price of the common stock of the Company).

The conversions resulted in a debt extinguishment loss of $ 1,738

in the three and nine months ended September

Diagnostics - Senior Secured Convertible Note

Diagnostics entered into a Securities Purchase Agreement (“Lucid SPA”) dated March 13, 2023, with an accredited institutional

14 unchanged sentences

principal), at 7.875 % per annum, computed on a 360 day year.

Lucid paid in cash interest expense of $ 219 and $ 243 for the three and six

months ended June 30, 2023.

Lucid paid in cash interest expense of $ 148 and $ 391 for the three and nine

months ended September 30, 2023.

September 21, 2023, and then on each of the successive first and tenth trading day of each month thereafter through to and including

22 unchanged sentences

and (iii) Lucid’s market capitalization to at no time be less than $30 million .

the three and six months ended June 30, 2023, the Company recognized debt extinguishment losses of approximately $ 743 and $ 1,268 , in

connection with issuing common stock for principal repayments on convertible debt mentioned above.

During the three and six months ended

June 30, 2022, the Company did not recognize debt extinguishment losses.

the nine months ended September 30, 2023, approximately $ 92

of principal repayments along with approximately

of interest expense thereon, were settled through

the issuance of 115,388

shares of common stock of Lucid, with such shares

having a fair value of approximately $ 166

(with such fair value measured as the respective

conversion date quoted closing price of the common stock of Lucid).

The conversions resulted in a debt extinguishment loss of $ 26

in the three and nine months ended September

the three and nine months ended September 30, 2023, the Company recognized debt extinguishment losses in total of approximately $ 1,764

and $ 3,032 , in connection with issuing common stock for principal repayments on convertible debt mentioned above.

During the three and

nine months ended September 30, 2022, the Company recognized debt extinguishment losses in total of approximately $ 5,123 , in connection

with issuing common stock for principal repayments on convertible debt mentioned above.

Note 10, Financial Instruments Fair Value Measurements , for a further discussion of fair value assumptions.

8 unchanged sentences

total of 21,052,807 shares of common stock of PAVmed are reserved for issuance under the PAVmed 2014 Equity Plan, with 1,570,086 shares

available for grant as of June 30, 2023.

available for grant as of September 30, 2023.

The share reservation is not diminished by a total of 600,854 PAVmed Inc.

stock options and

restricted stock awards granted outside the PAVmed 2014 Equity Plan as of June 30, 2023.

In January 2023, the number of shares available

for grant was increased by 4,700,000 in accordance with the evergreen provisions of the plan.

stock options

and restricted stock awards granted outside the PAVmed 2014 Equity Plan as of September 30, 2023.

In January 2023, the number of shares

available for grant was increased by 4,700,000 in accordance with the evergreen provisions of the plan.

12 — Stock-Based Compensation - continued

Stock Options

stock options granted under the PAVmed 2014 Equity Plan and stock options granted outside such plan are summarized as follows:

Schedule of Summarizes Information About Stock Options

Stock Options

Weighted Average

Exercise Price

Remaining Contractual Term (Years)

Intrinsic Value (2)

Outstanding stock options at December 31, 2022

of Stock Options

Average Exercise Price

Contractual Term (Years)

stock options at December 31, 2022

( 1,944,170 )

Outstanding stock options at June 30, 2023 (3)

Vested and exercisable stock options at June 30, 2023

options granted under the PAVmed 2014 Equity Plan and those granted outside such plan generally vest one-third in one year then ratably

over the next eight quarters, and have a ten-year contractual term from date-of-grant.

intrinsic value is computed as the difference between the quoted price of the PAVmed common stock on each of June 30, 2023 and December

31, 2022 and the exercise price of the underlying PAVmed stock options, to the extent such quoted price is greater than the exercise

outstanding stock options presented in the table above, are inclusive of 500,854 stock options granted outside the PAVmed 2014 Equity

Plan, as of June 30, 2023 and December 31, 2022.

12 — Stock-Based Compensation - continued

stock options at September 30, 2023 (3)

Vested and exercisable stock options at

September 30, 2023

options granted under the PAVmed 2014 Equity Plan and those granted outside such plan generally

vest one-third in one year then ratably over the next eight quarters, and have a ten-year

contractual term from date-of-grant.

intrinsic value is computed as the difference between the quoted price of the PAVmed common

stock on each of September 30, 2023 and December 31, 2022 and the exercise price of the underlying

PAVmed stock options, to the extent such quoted price is greater than the exercise price.

outstanding stock options presented in the table above, are inclusive of 500,854 stock options

granted outside the PAVmed 2014 Equity Plan, as of September 30, 2023 and December 31, 2022.

Subsequent to September 30, 2023,

on November 7, 2023, the company granted to employees 775,000 stock options under the PAVmed Inc 2014 Equity Plan with a weighted average

exercise price of $ 0.28 for which will generally vest one-third after one year then ratably over the next eight quarters.

Restricted Stock Awards

1 unchanged sentence

Schedule of Restricted Stock Award Activity

Number of Restricted

Weighted Average

Grant Date Fair Value

Unvested restricted stock awards as of December 31, 2022 (1)

Unvested restricted stock awards as of June 30, 2023

unvested restricted stock awards presented in the table above, are inclusive of 100,000 restricted stock awards granted outside the

PAVmed 2014 Equity Plan as of December 31, 2022.

These 100,000 restricted stock awards were fully vested during the period ended

June 30, 2023.

of Restricted Stock Awards

Average Grant Date Fair Value

restricted stock awards as of December 31, 2022 (1)

restricted stock awards as of September 30, 2023

unvested restricted stock awards presented in the table above, are inclusive of 100,000 restricted

stock awards granted outside the PAVmed 2014 Equity Plan as of December 31, 2022.

These 100,000

restricted stock awards were fully vested during the period ended September 30, 2023.

Diagnostics Inc.

10 unchanged sentences

total of 11,644,000 shares of common stock of Lucid Diagnostics are reserved for issuance under the Lucid Diagnostics 2018 Equity Plan,

with 3,936,554 shares available for grant as of June 30, 2023.

The share reservation is not diminished by a total of 423,300 stock options

and 50,000 restricted stock awards granted outside the Lucid Diagnostics 2018 Equity Plan, as of June 30, 2023.

In January 2023, the

number of shares available for grant was increased by 2,500,000 in accordance with the evergreen provisions of the plan.

with 3,929,301 shares available for grant as of September 30, 2023.

The share reservation is not diminished by a total of 423,300 stock

options and 50,000 restricted stock awards granted outside the Lucid Diagnostics 2018 Equity Plan, as of September 30, 2023.

2023, the number of shares available for grant was increased by 2,500,000 in accordance with the evergreen provisions of the plan.

12 — Stock-Based Compensation - continued

Diagnostics Stock Options

1 unchanged sentence

Schedule of Summarizes Information About Stock Options

Stock Options

Weighted Average

Exercise Price

Remaining Contractual

Outstanding stock options at December 31, 2022

Outstanding stock options at June 30, 2023 (3)

Vested and exercisable stock options at June 30, 2023

options granted under the Lucid Diagnostics 2018 Equity Plan and those granted outside such plan generally vest one-third in one

year then ratably over the next eight quarters, and have a ten-year contractual term from date-of-grant.

intrinsic value is computed as the difference between the quoted price of the Lucid Diagnostics common stock on each of June 30,

2023 and December 31, 2022 and the exercise price of the underlying Lucid Diagnostics stock options, to the extent such quoted price

is greater than the exercise price.

outstanding stock options presented in the table above, are inclusive of 423,300 stock options granted outside the Lucid Diagnostics

2018 Equity Plan, as of June 30, 2023 and December 31, 2022.

12 — Stock-Based Compensation - continued

of Stock Options

Average Exercise Price

Contractual Term (Years)

stock options at December 31, 2022

stock options at September 30, 2023 (3)

and exercisable stock options at September 30, 2023

options granted under the Lucid Diagnostics 2018 Equity Plan and those granted outside such

plan generally vest one-third in one year then ratably over the next eight quarters, and

have a ten-year contractual term from date-of-grant.

intrinsic value is computed as the difference between the quoted price of the Lucid Diagnostics

common stock on each of September 30, 2023 and December 31, 2022 and the exercise price of

the underlying Lucid Diagnostics stock options, to the extent such quoted price is greater

than the exercise price.

outstanding stock options presented in the table above, are inclusive of 423,300 stock options

granted outside the Lucid Diagnostics 2018 Equity Plan, as of September 30, 2023 and December

to September 30, 2023, on November 6, 2023, the company granted to employees 500,000 stock options under the Lucid Diagnostics

Inc 2018 Equity Plan with a weighted average exercise price of $ 1.29 for which will generally vest

one-third after one year then ratably over the next eight quarters.

Diagnostics Restricted Stock Awards

2 unchanged sentences

Schedule of Restricted Stock Award Activity

Number of Restricted

Weighted Average

Grant Date Fair Value

Unvested restricted stock awards as of December 31, 2022 (1)

Unvested restricted stock awards as of June 30, 2023

unvested restricted stock awards presented in the table above, are inclusive of 50,000 restricted stock awards granted outside the

Lucid Diagnostics 2018 Equity Plan as of December 31, 2022.

These 50,000 restricted stock awards were fully vested during the period

ended June 30, 2023.

of Restricted Stock Awards

Average Grant Date Fair Value

restricted stock awards as of December 31, 2022 (1)

restricted stock awards as of September 30, 2023

unvested restricted stock awards presented in the table above, are inclusive of 50,000 restricted

stock awards granted outside the Lucid Diagnostics 2018 Equity Plan as of December 31, 2022.

These 50,000 restricted stock awards were fully vested during the period ended September

Subsequent to September 30, 2023,

on November 6, 2023, 550,000 restricted stock awards were granted under the Lucid Diagnostics Inc 2018 Equity Plan, with such restricted

stock awards vesting one third each year for the next three years with the final vesting date on November 6, 2026 , and an aggregate grant

date fair value of approximately $ 0.7 million, measured as the grant date closing price of Lucid Diagnostics Inc.

common stock, with such

aggregate estimated fair value recognized as stock-based compensation expense ratably on a straight-line basis over the vesting period,

which is commensurate with the service period.

The restricted stock awards are subject to forfeiture if the requisite service period is

not completed.

Stock-Based Compensation Expense

3 unchanged sentences

of Stock-Based Compensation Expense

Three Months Ended

Six Months Ended

Cost of revenue

Sales and marketing expenses

General and administrative expenses

Research and development expenses

Total stock-based compensation expense

and marketing expenses

and administrative expenses

and development expenses

stock-based compensation expense

12 — Stock-Based Compensation - continued

Compensation Expense Recognized by Lucid Diagnostics

10 unchanged sentences

of Stock-Based Compensation Expense Recognized by Lucid Diagnostics

Three Months Ended June 30,

Six Months Ended June 30,

Lucid Diagnostics 2018 Equity Plan – cost of revenue

Lucid Diagnostics 2018 Equity Plan – sales and marketing

Lucid Diagnostics 2018 Equity Plan – general and administrative

Lucid Diagnostics 2018 Equity Plan – research and development

PAVmed 2014 Equity Plan - cost of revenue

PAVmed 2014 Equity Plan - sales and marketing

PAVmed 2014 Equity Plan - general and administrative

PAVmed 2014 Equity Plan - research and development

Total stock-based compensation expense – recognized by Lucid Diagnostics

Total stock-based compensation expense

12 — Stock-Based Compensation - continued

Months Ended September 30,

Diagnostics 2018 Equity Plan – cost of revenue

Diagnostics 2018 Equity Plan – sales and marketing

Diagnostics 2018 Equity Plan – general and administrative

Diagnostics 2018 Equity Plan – research and development

2014 Equity Plan - cost of revenue

2014 Equity Plan - sales and marketing

2014 Equity Plan - general and administrative

2014 Equity Plan - research and development

stock-based compensation expense – recognized by Lucid Diagnostics

stock-based compensation expense

consolidated unrecognized stock-based compensation expense and weighted average remaining requisite service period with respect to stock

2 unchanged sentences

Schedule of Unrecognized Compensation Expense

Weighted Average

Service Period

PAVmed 2014 Equity Plan

Stock Options

Restricted Stock Awards

Lucid Diagnostics 2018 Equity Plan

Stock Options

Restricted Stock Awards

Average Remaining Service Period (Years)

2014 Equity Plan

Diagnostics 2018 Equity Plan

compensation expense recognized with respect to stock options granted under the PAVmed 2014 Equity Plan was based on a weighted average

estimated fair value of such stock options of $ 0.35 per share and $ 0.74 per share during the periods ended June 30, 2023 and 2022, respectively,

calculated using the following weighted average Black-Scholes valuation model assumptions:

estimated fair value of such stock options of $ 0.35 per share and $ 1.08 per share during the periods ended September 30, 2023 and 2022,

respectively, calculated using the following weighted average Black-Scholes valuation model assumptions:

of Fair Values of Stock Options Granted Using Black-scholes Valuation Model Assumptions

Six Months Ended June 30,

Expected term of stock options (in years)

Expected stock price volatility

Risk free interest rate

Expected dividend yield

Months Ended September 30,

term of stock options (in years)

stock price volatility

free interest rate

dividend yield

12 — Stock-Based Compensation - continued

compensation expense recognized with respect to stock options granted under the Lucid Diagnostics 2018 Equity Plan was based on a weighted

average estimated fair value of such stock options of $0.87 per share and $1.48 per share during the periods ended June 30, 2023 and

2022, respectively, calculated using the following weighted average Black-Scholes valuation model assumptions:

average estimated fair value of such stock options of $ 0.88 per share and $ 1.61 per share during the periods ended September 30, 2023

and 2022, respectively, calculated using the following weighted average Black-Scholes valuation model assumptions:

of Fair Values of Stock Options Granted Using Black-scholes Valuation Model Assumptions

Six Months Ended June 30,

Expected term of stock options (in years)

Expected stock price volatility

Risk free interest rate

Expected dividend yield

Months Ended September 30,

term of stock options (in years)

stock price volatility

free interest rate

dividend yield

Employee Stock Purchase Plan (“PAVmed ESPP”)

1 unchanged sentence

on March 31, 2023 and 2022, respectively, under the PAVmed ESPP.

The March 31, 2023 purchase was partially settled through the redeployment

of 188,846 shares of treasury stock.

The PAVmed ESPP has a total reserve of 2,000,000 shares of common stock of PAVmed of which 416,914

shares are available for issue as of June 30, 2023.

In January 2023, the number of shares available-for-issue was increased by 250,000

in accordance with the evergreen provisions of the plan.

A total of 304,001 shares and 191,698 shares of common stock of the

Company were purchased for proceeds of approximately $ 76 and $ 140 , on September 30, 2023 and 2022, respectively, under the PAVmed ESPP.

The March 31, 2023 purchase was partially settled through the redeployment of 188,846 shares of treasury stock.

The September 30, 2022

purchase was settled through the redeployment of treasury stock.

The PAVmed ESPP has a total reserve of 2,000,000 shares of common stock

of PAVmed of which 112,913 shares are available for issue as of September 30, 2023.

In January 2023, the number of shares available-for-issue

was increased by 250,000 in accordance with the evergreen provisions of the plan.

Diagnostics Inc.

2 unchanged sentences

the Lucid ESPP.

The Lucid ESPP has a total reserve of 1,000,000 shares of common stock of Lucid Diagnostics of which 683,983 shares are

available-for-issue as of June 30, 2023.

In January 2023, the number of shares available for issue was increased by 500,000 in accordance

with the evergreen provisions of the plan.

A total of 276,213 and 84,030 shares of common stock of Lucid Diagnostics were purchased for proceeds of approximately

$ 275 and $ 109 on September 30, 2023 and 2022, respectively, under the Lucid ESPP.The Lucid ESPP has a total reserve of 1,000,000 shares

of common stock of Lucid Diagnostics of which 407,770 shares are available-for-issue as of September 30, 2023.

In January 2023, the number

of shares available for issue was increased by 500,000 in accordance with the evergreen provisions of the plan.

13 — Preferred Stock

of June 30, 2023 and December 31, 2022, there were 1,254,497 and 1,205,759 shares of PAVmed Series B Convertible Preferred Stock, classified

in permanent equity, issued and outstanding, respectively.

of September 30, 2023 and December 31, 2022, there were 1,279,601 and 1,205,759 shares of PAVmed Series B Convertible Preferred Stock,

classified in permanent equity, issued and outstanding, respectively.

B Convertible Preferred Stock Dividends

Series B Convertible Preferred Stock dividends are 8.0 % per annum based on the $ 3.00 per share stated value of the Series

B Convertible Preferred Stock, with such dividends compounded quarterly, accumulate, and are payable in

arrears upon being declared by the Company’s board of directors.

Such dividends may be settled, at the discretion of the board of

directors, through any combination of the issue of additional shares of Series B Convertible Preferred Stock, the issue shares of common

stock of the Company, and /or cash payment.

B Convertible Preferred Stock, with such dividends compounded quarterly, accumulate, and are payable in arrears upon being declared by

the Company’s board of directors.

Such dividends may be settled, at the discretion of the board of directors, through any combination

of the issue of additional shares of Series B Convertible Preferred Stock, the issue shares of common stock of the Company, and /or cash

B Convertible Preferred Stock Dividends Earned

1 unchanged sentence

common stockholders for each of the respective corresponding periods presented in the accompanying unaudited condensed consolidated statement

of operations, inclusive of $ 75 and $ 149 of such dividends earned in the three and six months ended June 30, 2023, respectively;

$ 70 and $ 138 of such dividends earned in the three and six months ended June 30, 2022, respectively.

of operations, inclusive of $ 77 and $ 226 of such dividends earned in the three and nine months ended September 30, 2023, respectively;

and $ 71 and $ 209 of such dividends earned in the three and nine months ended September 30, 2022, respectively.

B Convertible Preferred Stock Dividends Declared

the six months ended June 30, 2023, the Company’s board-of-directors declared Series B Convertible Preferred Stock dividends of

an aggregate of $ 146 , inclusive of $ 72 earned as of December 31, 2022;

the nine months ended September 30, 2023, the Company’s board-of-directors declared Series B Convertible Preferred Stock dividends

of an aggregate of $ 221 , inclusive of $ 72 earned as of December 31, 2022;

and $ 74 earned as of March 31, 2023;

with such dividends settled

by the issue of an aggregate 48,738 additional shares of Series B Convertible Preferred Stock, inclusive of 24,128 shares issued with

respect to the dividends earned as of December 31, 2022;

and 24,610 shares issued with respect to the dividends earned as of March 31,

the six months ended June 30, 2022, the Company’s board-of-directors declared Series B Convertible Preferred Stock dividends of

an aggregate of $ 135 , inclusive of:

and $ 75 earned as of June

with such dividends settled by the issue of an aggregate 73,842 additional shares of Series B Convertible Preferred Stock,

inclusive of 24,128 shares issued with respect to the dividends earned as of December 31, 2022;

and 24,610 shares issued with respect

to the dividends earned as of March 31, 2023;

and 25,104 shares issued with respect to the dividends earned as of June 30, 2023.

13 — Preferred Stock - continued

the nine months ended September 30, 2022, the Company’s board-of-directors declared Series B Convertible Preferred Stock dividends

of an aggregate of $ 205 , inclusive of:

$ 67 earned as of December 31, 2021;

and $ 68 earned as of March 31, 2022;

with such dividends settled

by the issue of an aggregate 45,031 additional shares of Series B Convertible Preferred Stock, inclusive of 22,291 shares issued with

respect to the dividends earned as of December 31, 2021;

and 22,740 shares issued with respect to the dividends earned as of March 31,

to June 30, 2023, in August 2023, the Company’s board of directors declared a Series B Convertible Preferred Stock dividend, earned

as of June 30, 2023, of $ 75 , to be settled by the issue of 25,104 additional shares of Series B Convertible Preferred Stock.

and $ 70 earned as of

June 30, 2022;

with such dividends settled by the issue of an aggregate 68,227 additional shares of Series B Convertible Preferred Stock,

inclusive of 22,291 shares issued with respect to the dividends earned as of December 31, 2021;

and 22,740 shares issued with respect

to the dividends earned as of March 31, 2022;

and 23,196 shares issued with respect to the dividends earned as of June 30, 2022.

to September 30, 2023, in October 2023, the Company’s board of directors declared a Series B Convertible Preferred Stock dividend,

earned as of September 30, 2023, of $ 77 , to be settled by the issue of 25,612 additional shares of Series B Convertible Preferred Stock.

Series B Convertible Preferred Stock dividends are recognized as a dividend payable liability only upon the dividend being declared payable

4 unchanged sentences

14 — Common Stock and Common Stock Purchase Warrants

December 29, 2022, the

Company received a notice from the Listing Qualifications Department of Nasdaq stating that, for the prior 30 consecutive business

days (through December 28, 2022), the closing bid price of the Company’s common stock had been below the minimum of $1 per

share required for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2).

The notification letter

stated that the Company would be afforded 180 calendar days (until June 27, 2023) to regain compliance.

On June 28, 2023, the

Company received a second notice from the Listing Qualifications Department of Nasdaq granting the Company a 180-day extension (or

until December 26, 2023) to regain compliance with the minimum bid price requirement.

In order to regain compliance, the closing bid

price of the Company’s common stock must be at least $1 for a minimum of ten consecutive business days .

special meeting (“Special Meeting”) of shareholders held on March 31, 2023, the shareholders approved a proposal to

Company’s Certificate of Incorporation, to effect, at any time prior to the one-year anniversary date of the Special Meeting,

(i) a reverse split of the Company’s outstanding shares of common stock at a specific ratio, ranging from 1-for-5 to 1-for-15,

to be determined by the board of directors of the Company in its sole discretion, and (ii) an associated reduction in the number of

shares of common stock the Company is authorized to issue, from 250,000,000 shares to 50,000,000 shares.

If the Company’s

board of directors authorizes the Company to consummate the reverse stock split, the Company anticipates it will regain compliance

with the Nasdaq requirements for continued listing through such transaction .

December 29, 2022, the Company received

a notice from the Listing Qualifications Department of Nasdaq stating that, for the prior 30 consecutive business days (through December

28, 2022), the closing bid price of the Company’s common stock had been below the minimum of $1 per share required for continued

listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2).

The notification letter stated that the Company would be afforded

180 calendar days (until June 27, 2023) to regain compliance.

On June 28, 2023, the Company received a second notice from the Listing

Qualifications Department of Nasdaq granting the Company a 180-day extension (or until December 26, 2023) to regain compliance with the

minimum bid price requirement.

In order to regain compliance, the closing bid price of the Company’s common stock must be at least

$1 for a minimum of ten consecutive business days .

During the special meeting (“Special Meeting”) of shareholders held on March 31, 2023, the shareholders approved a proposal

to amend the Company’s Certificate

of Incorporation, to effect, at any time prior to the one-year anniversary date of the Special Meeting, (i) a reverse split of the Company’s

outstanding shares of common stock at a specific ratio, ranging from 1-for-5 to 1-for-15, to be determined by the board of directors

of the Company in its sole discretion, and (ii) an associated reduction in the number of shares of common stock the Company is authorized

to issue, from 250,000,000 shares to 50,000,000 shares.

If the Company’s board of directors authorizes the Company to consummate

the reverse stock split, the Company anticipates it will regain compliance with the Nasdaq requirements for continued listing through such transaction.

discussed above in Note 10, Financial Instruments Fair Value Measurements , a total of 1,500,000 shares of PAVmed common stock

was issued to a service provider as the consideration for the services rendered under the May 31, 2023 R&D Agreement.

issued shares of common stock had a fair value of approximately $ 602 (with such fair value measured using the quoted closing price of

the common stock of the Company on the effective date of the respective underlying agreement).

The issued shares of common stock are

nonrefundable.

As the service provider has substantially rendered the services under the May 31, 2023 R&D Agreement as of June 30,

2023, the estimated fair value of the issued shares was recognized as a research and development expense in the accompanying (unaudited)

condensed consolidated statement of operations for the three and six months ended June 30, 2023.

See Note 10, Financial Instruments

Fair Value Measurements , for a further discussion of the May 31, 2023 R&D Agreement, including the contingent additional contractual

shares of common stock had a fair value of approximately $ 602 (with such fair value measured using the quoted closing price of the common

stock of the Company on the effective date of the respective underlying agreement).

The issued shares of common stock are nonrefundable.

As the service provider has substantially rendered the services under the May 31, 2023 R&D Agreement as of September 30, 2023, the

estimated fair value of the issued shares was recognized as a research and development expense in the accompanying (unaudited) condensed

consolidated statement of operations for the three and nine months ended September 30, 2023.

See Note 10, Financial Instruments Fair

Value Measurements , for a further discussion of the May 31, 2023 R&D Agreement, including the contingent additional contractual

consideration obligation.

the six months ended June 30, 2023 a total of 573,229 shares of common stock of the Company were issued under the PAVmed ESPP.

12, Stock-Based Compensation , for a discussion of each of the PAVmed 2014 Equity Plan and the PAVmed ESPP.

the six months ended June 30, 2023, 9,523,481 shares of the Company’s common stock were issued upon conversion, at the election

of the holder, of the April 2022 Senior Convertible Note, for 3,151 face value principal repayments, as discussed in Note 11, Debt .

the six months ended June 30, 2023, the Company sold 2,330,747

shares through their at-the-market

equity facility for net proceeds of approximately 1,165 ,

after payment of 3 %

the nine months ended September 30, 2023 a total of 877,230 shares of common stock of the Company were issued under the PAVmed ESPP.

See Note 12, Stock-Based Compensation , for a discussion of each of the PAVmed 2014 Equity Plan and the PAVmed ESPP.

the nine months ended September 30, 2023, 20,383,445 shares of the Company’s common stock were issued upon conversion, at the election

of the holder, of the April 2022 Senior Convertible Note and the September 2022 Senior Convertible Note, for $ 5,102 face value principal

repayments, as discussed in Note 11, Debt .

the nine months ended September 30, 2023, the Company sold 2,330,747 shares through their at-the-market equity facility for net proceeds

of approximately $ 1,165 , after payment of 3 % commissions.

Stock Purchase Warrants

of June 30, 2023 and December 31, 2022, Series Z Warrants outstanding totaled 11,937,450 .

The Series Z Warrants are exercisable to purchase one share of common stock of the Company at an exercise price of $ 1.60

per share, and expire April

of September 30, 2023 and December 31, 2022, Series Z Warrants outstanding totaled 11,937,450 .

The Series Z Warrants are exercisable

to purchase one share of common stock of the Company at an exercise price of $ 1.60 per share, and expire April 30, 2024 .

There were no

Series Z Warrants exercised during

the six months ended June 30, 2023.

Series Z Warrants exercised during the nine months ended September 30, 2023.

15 — Noncontrolling Interest

2 unchanged sentences

Schedule of Noncontrolling Interest of Stockholders' Equity

June 30, 2023

NCI – equity – December 31, 2022

Net loss attributable to NCI

Impact of subsidiary equity transactions

Lucid Diagnostics Inc.

equity – December 31, 2022

loss attributable to NCI

of subsidiary equity transactions

Diagnostics Inc.

proceeds from issuance of preferred stock

Lucid Diagnostics Inc.

Diagnostics Inc.

proceeds from At-The-Market Facilities, net of deferred financing charges

Lucid Diagnostics Inc.

Diagnostics Inc.

issuance of common stock for settlement of APA-RDx installment and termination payment

Lucid Diagnostics Inc.

Diagnostics Inc.

issuance of common stock for settlement of vendor service agreement

Lucid Diagnostics Inc.

Diagnostics Inc.

Employee Stock Purchase Plan Purchase

Stock-based compensation expense - Lucid Diagnostics Inc.

of Lucid Diagnostics Inc.

common stock for Senior Secured Convertible Debt

compensation expense - Lucid Diagnostics Inc.

2018 Equity Plan

Stock-based compensation expense - Veris Health Inc.

compensation expense - Veris Health Inc.

2021 Equity Plan

NCI – equity – June 30, 2023

– equity – September 30, 2023

consolidated NCI presented above is with respect to the Company’s consolidated majority-owned subsidiaries as a component of consolidated

total stockholders’ equity as of June 30, 2023 and December 31, 2022;

and the recognition of a net loss attributable to the NCI

in the unaudited condensed consolidated statement of operations for the periods beginning on the acquisition date of the respective majority-owned

subsidiaries.

of June 30, 2023, there were 41,853,603 shares of common stock of Lucid Diagnostics issued and outstanding, of which, PAVmed holds 31,302,420

shares, representing a majority ownership equity interest and PAVmed has a controlling financial interest in Lucid Diagnostics, and accordingly,

Lucid Diagnostics is a consolidated majority-owned subsidiary of PAVmed.

total stockholders’ equity as of September 30, 2023 and December 31, 2022;

and the recognition of a net loss attributable to the

NCI in the unaudited condensed consolidated statement of operations for the periods beginning on the acquisition date of the respective

majority-owned subsidiaries.

of September 30, 2023, there were 42,329,864 shares of common stock of Lucid Diagnostics issued and outstanding, of which, PAVmed holds

31,302,420 shares, representing a majority ownership equity interest and PAVmed has a controlling financial interest in Lucid Diagnostics,

and accordingly, Lucid Diagnostics is a consolidated majority-owned subsidiary of PAVmed.

March 7, 2023, Lucid issued 13,625 shares of newly designated Lucid Series A Convertible Preferred Stock (the “Lucid Series A Preferred

Each share of the Lucid Series A Preferred Stock has a stated value of $ 1,000 and a conversion price of $ 1.394 .

Series A Preferred Stock is convertible into shares of Lucid Diagnostics’ common stock at any time at the option of the holder from and after the six-month

anniversary of its issuance, and automatically converts into shares of Lucid Diagnostics’ common stock on the second anniversary of its issuance.

terms of the Lucid Series A Preferred Stock also include a one times preference on liquidation and a right to receive dividends equal

to 20 % of the number of shares of Lucid common stock into which such Lucid Series A Preferred Stock is convertible, payable on the one-year

and two-year anniversary of the issuance date.

The Lucid Series A Preferred Stock is a non-voting security, other than with respect to

limited matters related to changes in terms of the Lucid Series A Preferred Stock.

The aggregate gross proceeds from the sale of shares

in such offering were $ 13.625 million.

November 2022, Lucid Diagnostics entered into an “at-the-market offering” for up to $ 6.5

million of its common stock that may be offered and sold under a Controlled Equity Offering Agreement between Lucid Diagnostics and

Cantor Fitzgerald & Co.

In the six months ended June 30, 2023, Lucid Diagnostics sold 230,068

shares through their at-the-market equity facility for net proceeds of approximately 0.3

million, after payment of 3 %

No shares were sold through Lucid’s at-the-market equity facility during the three months ended June 30, 2023.

of June 30, 2023, there were 8,000,000 shares of common stock of Veris Health issued and outstanding, of which PAVmed holds an 80.44 %

Series A Preferred Stock is convertible into shares of Lucid Diagnostics’ common stock at any time at the option of the holder

from and after the six-month anniversary of its issuance, and automatically converts into shares of Lucid Diagnostics’ common stock

on the second anniversary of its issuance.

The terms of the Lucid Series A Preferred Stock also include a one times preference on liquidation

and a right to receive dividends equal to 20 % of the number of shares of Lucid common stock into which such Lucid Series A Preferred

Stock is convertible, payable on the one-year and two-year anniversary of the issuance date.

The Lucid Series A Preferred Stock is a

non-voting security, other than with respect to limited matters related to changes in terms of the Lucid Series A Preferred Stock.

aggregate gross proceeds from the sale of shares in such offering were $ 13.625 million.

November 2022, Lucid Diagnostics entered into an “at-the-market offering” for up to $ 6.5 million of its common stock that

may be offered and sold under a Controlled Equity Offering Agreement between Lucid Diagnostics and Cantor Fitzgerald & Co.

nine months ended September 30, 2023, Lucid Diagnostics sold 230,068 shares through their at-the-market equity facility for net proceeds

of approximately $ 0.3 million, after payment of 3 % commissions.

No shares were sold through Lucid’s at-the-market equity facility

during the three months ended September 30, 2023.

to September 30, 2023, on October 17, 2023, Lucid issued 5,000 shares of newly designated Lucid Series A-1 Convertible Preferred Stock

(the “Lucid Series A-1 Preferred Stock”).

The terms of the Lucid Series A-1 Preferred Stock are substantially identical to

the terms of the Lucid Series A Preferred Stock, except that the Lucid Series A-1 Preferred Stock has a conversion price of $ 1.2592 .

The aggregate gross proceeds from the sale of shares in such offering were $ 5.0 million.

of September 30, 2023, there were 8,000,000 shares of common stock of Veris Health issued and outstanding, of which PAVmed holds an 80.44 %

majority-interest ownership and PAVmed has a controlling financial interest, with the remaining 19.56 % minority-interest ownership held

9 unchanged sentences

Schedule of Comparison of Basic and Fully Diluted Net Loss Per Share

Three Months Ended

Six Months Ended

Net loss - before noncontrolling interest

Net loss attributable to noncontrolling interest

Net loss - as reported, attributable to PAVmed Inc.

Series B Convertible Preferred Stock dividends – earned

Net loss attributable to PAVmed Inc.

loss - before noncontrolling interest

loss attributable to noncontrolling interest

loss - as reported, attributable to PAVmed Inc.

B Convertible Preferred Stock dividends – earned

loss attributable to PAVmed Inc.

common stockholders

Weighted average common shares outstanding, basic and diluted

Weighted average common shares outstanding, basic

Net loss per share

Basic and diluted

Net loss - as reported, attributable to PAVmed Inc.

Net loss - as reported, attributable to PAVmed

Net loss attributable to PAVmed Inc.

average common shares outstanding, basic and diluted

loss per share

loss - as reported, attributable to PAVmed Inc.

loss attributable to PAVmed Inc.

common stockholders

Net loss attributable to PAVmed Inc.

stockholders, basic

common stock equivalents have been excluded from the computation of diluted weighted average shares outstanding as their inclusion would

5 unchanged sentences

board of directors.

weighted-average number of shares of common stock outstanding for the periods ended June 30, 2023 and 2022 include the shares of the

Company issued and outstanding during such periods, each on a weighted average basis.

The basic weighted average number of shares of

common stock outstanding excludes common stock equivalent incremental shares, while diluted weighted average number of shares outstanding

weighted-average number of shares of common stock outstanding for the periods ended September 30, 2023 and 2022 include the shares of

the Company issued and outstanding during such periods, each on a weighted average basis.

The basic weighted average number of shares

of common stock outstanding excludes common stock equivalent incremental shares, while diluted weighted average number of shares outstanding

includes such incremental shares.

4 unchanged sentences

Schedule of Antidilutive Securities Excluded from Computation of Diluted Earnings Per Share

Stock options and restricted stock awards

Series Z Warrants

Series B Convertible Preferred Stock

total stock options and restricted stock awards are inclusive of 500,854 stock options as of June 30, 2023 and 2022;

and 100,000 restricted

stock awards as of June 30, 2022 granted outside the PAVmed 2014 Equity Plan.

These 100,000 restricted stock awards were fully vested

during the period ended June 30, 2023.

options and restricted stock awards

B Convertible Preferred Stock

total stock options and restricted stock awards are inclusive of 500,854 stock options as of September 30, 2023 and 2022;

restricted stock awards as of September 30, 2022 granted outside the PAVmed 2014 Equity Plan.

These 100,000 restricted stock awards were

fully vested during the period ended September 30, 2023.

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 1. Financial Statements