Sec Form 3 Filing - Levy Guy @ BioAtla, Inc. - 2020-12-15

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Levy Guy 2. Issuer Name and Ticker or Trading Symbol BioAtla, Inc. [ BCAB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O SOLEUS PRIVATE EQUITY GP I, LLC, 104 FIELD POINT ROAD, 2ND FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/15/2020 (Street) GREENWICH, CT06830 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 14,871 ( 1 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series D Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock 1,790,472 ( 3 ) I See footnote ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Levy Guy C/O SOLEUS PRIVATE EQUITY GP I, LLC 104 FIELD POINT ROAD, 2ND FLOOR GREENWICH, CT06830 X X Soleus Private Equity GP I, LLC C/O SOLEUS PRIVATE EQUITY GP I, LLC 104 FIELD POINT ROAD, 2ND FLOOR GREENWICH, CT06830 X Soleus Private Equity Fund I, L.P. C/O SOLEUS PRIVATE EQUITY GP I, LLC 104 FIELD POINT ROAD, 2ND FLOOR GREENWICH, CT06830 X Soleus PE GP I, LLC C/O SOLEUS PRIVATE EQUITY GP I, LLC 104 FIELD POINT ROAD, 2ND FLOOR GREENWICH, CT06830 X Signatures Soleus Private Equity GP I, LLC /s/ Guy Levy, Managing Member of Soleus PE GP I, LLC, which is the Manager of Soleus Private Equity GP I, LLC 12/15/2020 Signature of Reporting Person Date Soleus Private Equity Fund I, L.P., /s/ Guy Levy, Managing Member of Soleus PE GP I, LLC, which is the Manager of Soleus Private Equity GP I, LLC, which is the General Partner of Soleus Private Equity Fund I, L.P. 12/15/2020 Signature of Reporting Person Date Soleus PE GP I, LLC /s/ Guy Levy, Managing Member 12/15/2020 Signature of Reporting Person Date /s/ Guy Levy 12/15/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 14,871 restricted stock units ("RSUs"). 33.3% of the RSUs vest on December 7, 2021, with the remainder vesting in 24 substantially equal monthly installments thereafter, subject to the reporting person's continued service through the applicable vesting dates. ( 2 )Each share of Series D Preferred Stock is convertible at any time, at the holder's election, into Common Stock, based on the then-applicable conversion rate and has no expiration date. ( 3 )The shares of Series D Preferred Stock will convert automatically into 1,790,472 shares of Common Stock upon the closing of the Issuer's initial public offering. These amounts reflect a 1-for-13 reverse stock split which became effective on December 2, 2020. ( 4 )The reportable securities are owned directly by Soleus Private Equity Fund I, L.P. ("Soleus PE"). Soleus Private Equity GP I, LLC ("Soleus GP") is the sole general partner of Soleus PE. Soleus GP holds voting and dispositive power over the shares held by Soleus PE. Soleus PE GP I, LLC ("Soleus PE GP") is the sole manager of Soleus GP. Mr. Guy Levy is the sole managing member of Soleus PE GP. Each of Mr. Guy Levy, Soleus PE GP and Soleus GP disclaims beneficial ownership of these securities and this report shall not be deemed an admission that they are the beneficial owners of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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