Termination of a Material Definitive

On November 4, 2016, Biocept, Inc. (the


) voluntarily terminated the common stock purchase agreement (the

Purchase Agreement

) that the Company entered into on December 21, 2015, with Aspire Capital Fund, LLC (

Aspire Capital

).Pursuant to the Purchase Agreement, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital was committed to purchase up to an aggregate of $15.0 million of shares of the Companys common stock over the 30-month term of the Purchase Agreement.


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 .


Dated: November 4, 2016


/s/ Michael W. Nall


Michael W. Nall


President and Chief Executive Officer

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