Director Mark Frissora gets Series D preferred in Bioadaptives (BDPT)

Rhea-AI Filing Summary

Bioadaptives, Inc. reported that director Mark P. Frissora received 2,565 shares of its Series D Convertible Preferred Stock on February 1, 2026, coded as a transaction "J" and issued at $0.00 per share as compensation for board services.

Following this grant, Frissora beneficially owns 59,779 Series D preferred shares. Each Series D share is convertible into 100 common shares, subject to a 4.9% beneficial ownership limitation, cannot be converted until six months after issuance (except on liquidation), carries 100 votes per share, and has a conversion right that does not expire.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FRISSORA MARK P

(Last) (First) (Middle)

C/O BIOADAPTIVES, INC.

2620 REGATTA DRIVE, SUITE 102

(Street)

LAS VEGAS NV 89128

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BIOADAPTIVES, INC. [ BDPT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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 Convertible Preferred Stock	(2)	02/01/2026		J(1)		2,565		08/01/2026	(2)	Common Stock	256,500	$0(1)	59,779	D

Explanation of Responses:

1. Represents shares of Series D Convertible Preferred Stock issued as compensation for board services pursuant to that certain Board of Directors Agreement, dated February 3, 2025, between the Issuer and theReporting Person.

2. The Reporting Person's shares of Series D Convertible Preferred Stock, par value $0.0001 per share, are convertible into shares of common stock, par value $0.0001 per share, at a ratio of 100 shares ofcommon stock for each share of Series D Convertible Preferred Stock, subject to a 4.9% beneficial ownership limitation. No shares of Series D Convertible Preferred Stock may be converted until six monthsafter the date of issuance, except in the case of liquidation, whereupon the conversion will occur immediately. Each share of Series D Convertible Preferred Stock outstanding at the time of a meeting ofstockholders or a solicitation of consent is entitled to 100 votes on matters of the Issuer, without regard to the beneficial ownership limitation. The right to convert does not expire.

Remarks:

	/s/ Mark P. Frissora	02/03/2026
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did BDPT disclose for Mark P. Frissora?

Bioadaptives disclosed that director Mark P. Frissora received 2,565 shares of Series D Convertible Preferred Stock on February 1, 2026. The shares were issued at $0.00 per share as compensation for board services under a Board of Directors Agreement dated February 3, 2025.

How many Series D preferred shares does Mark Frissora now hold in BDPT?

After the reported transaction, Mark P. Frissora beneficially owns 59,779 shares of Bioadaptives’ Series D Convertible Preferred Stock. This figure reflects his holdings following the February 1, 2026 grant of 2,565 Series D preferred shares reported in the Form 4 filing.

What are the conversion terms of BDPT’s Series D Convertible Preferred Stock?

Each Series D Convertible Preferred share of Bioadaptives converts into 100 common shares, subject to a 4.9% beneficial ownership limitation. Conversion is blocked for six months after issuance except upon liquidation, when conversion occurs immediately, and the right to convert does not expire according to the filing.

What voting rights come with BDPT’s Series D Convertible Preferred Stock?

Each Series D Convertible Preferred share in Bioadaptives carries 100 votes on matters of the issuer. These voting rights apply at stockholder meetings or consent solicitations and are granted without regard to the 4.9% beneficial ownership limitation that governs conversion into common shares.

Why did Bioadaptives grant Series D preferred shares to Mark Frissora?

The filing states that the 2,565 Series D Convertible Preferred shares were issued to Mark P. Frissora as compensation for board services. The issuance was made pursuant to a Board of Directors Agreement dated February 3, 2025, between Bioadaptives and Frissora as the reporting person.

What is the ownership limitation on BDPT Series D conversions for Mark Frissora?

Frissora’s Series D Convertible Preferred Stock is subject to a 4.9% beneficial ownership limitation on conversion into common shares. This cap restricts conversions that would push beneficial ownership above 4.9%, although voting rights of 100 votes per preferred share are not constrained by this limit.