Bioadaptives (BDPT) director receives Series D preferred shares convertible into 202,500 common

Rhea-AI Filing Summary

Bioadaptives, Inc.12/01/2025, the director received 2,025 shares of Series D Convertible Preferred Stock as compensation for board services under a Board of Directors Agreement dated February 3, 2025. Each preferred share is convertible into 100 shares of common stock, for a total of 202,500 underlying common shares, but conversions are subject to a 4.9% beneficial ownership limitation.

The preferred shares generally cannot be converted until six months after issuance, except that conversion occurs immediately in a liquidation. Each preferred share carries 100 votes on stockholder matters and the conversion right does not expire. After this transaction, the reporting person beneficially owned 54,931 derivative securities, held directly.

12/03/2025 - 07:04 PM

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
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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)
12/01/2025

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)	12/01/2025		J(1)		2,025		06/01/2026(2)	(2)	Common Stock	202,500	$0(1)	54,931	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 the Reporting 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 of common 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 months after 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 of stockholders 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:

None.

	/s/ Mark P. Frissora	12/03/2025
	** 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 Bioadaptives, Inc. (BDPT) report in this Form 4?

A director reported receiving 2,025 shares of Series D Convertible Preferred Stock on 12/01/2025 as compensation for board service.

How many Bioadaptives (BDPT) common shares are underlying the preferred shares granted?

Each preferred share converts into 100 common shares, so 2,025 preferred shares are convertible into 202,500 common shares, subject to conditions.

What is the beneficial ownership limitation on the Bioadaptives (BDPT) preferred stock?

Conversions of the Series D Convertible Preferred Stock are subject to a 4.9% beneficial ownership limitation, which caps how much common stock can be held through conversion.

When can the Bioadaptives (BDPT) Series D Convertible Preferred Stock be converted?

No shares may be converted until six months after the date of issuance, except that in a liquidation, conversion occurs immediately.

What voting rights does the Series D Convertible Preferred Stock of Bioadaptives (BDPT) carry?

Each share of Series D Convertible Preferred Stock is entitled to 100 votes on matters of the issuer at stockholder meetings or consent solicitations.

How many derivative securities does the reporting person own after this Bioadaptives (BDPT) transaction?

Following the reported transaction, the reporting person beneficially owned 54,931 derivative securities, held directly.