Departure of Directors or Certain

On July 6, 2016, with the recommendation of the Compensation Committee of the Board of Directors (the

Board

) of Biocept, Inc. (the

Company

), the Board approved the following retention awards consisting of restricted stock units (

RSUs

):

Name

RSUs

Michael W. Nall,

President and Chief Executive Officer

75,000

Lyle J. Arnold, Ph.D.,

Senior Vice-President of Research & Development

50,000

Veena Singh, M.D.,

Senior Vice President and Senior Medical Director

50,000

Each of these RSUs were granted pursuant to the Companys Amended and Restated 2013 Equity Incentive Plan. Subject to eac h executive officers continuous service, 100% of each RSU will vest on the 12-month anniversary of the date of grant.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BIOCEPT, INC.

Dated: July 7, 2016

By:

/s/ Michael W. Nall

Name:

Michael W. Nall

Title:

Chief Executive Officer

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