BioAdaptives director granted Series D preferred shares

BioAdaptives, Inc. director Mark P. Frissora acquired 15,152 shares of Series D Convertible Preferred Stock as compensation for board services under a February 3, 2025 agreement.

Rhea-AI Filing Summary

BioAdaptives, Inc. director Mark P. Frissora acquired 15,152 shares of Series D Convertible Preferred Stock as compensation for board services under a February 3, 2025 agreement. Each preferred share is convertible into 100 common shares, for 1,515,152 underlying shares, subject to a 4.9% beneficial ownership limit. The award increases his holdings to 103,923 preferred shares, which carry 100 votes per share and cannot be converted for six months after issuance except upon liquidation.

Insider Trade Summary

Other: 15,152 shares

Other 1 txn

Insider FRISSORA MARK P

Role Director

Type	Security	Shares	Price	Value
Other	Series D Convertible Preferred Stock F2, F1	15,152	$0.00	$0.00

Holdings After Transaction: Series D Convertible Preferred Stock — 103,923 contracts (Direct)

Footnotes (2)

1. F1. 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. F2. 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.

Key Figures

Series D preferred shares acquired: 15152.0000 shares Underlying common shares: 1515152.0000 shares Series D preferred holdings after transaction: 103923.0000 shares +3 more

6 metrics

Series D preferred shares acquired 15152.0000 shares Compensation for board services to director Mark P. Frissora

Underlying common shares 1515152.0000 shares Common stock underlying the newly acquired Series D preferred

Series D preferred holdings after transaction 103923.0000 shares Total Series D Convertible Preferred Stock held by Mark P. Frissora after the award

Conversion ratio 100 common shares per preferred share Each Series D Convertible Preferred share converts into 100 common shares

Beneficial ownership cap 4.9% Maximum beneficial ownership permitted upon conversion of Series D preferred

Voting power per preferred share 100 votes per share Each Series D Convertible Preferred share is entitled to 100 votes on issuer matters

Key Terms

Series D Convertible Preferred Stock, beneficial ownership limitation, par value, Board of Directors Agreement

4 terms

Series D Convertible Preferred Stock financial

"Represents shares of Series D Convertible Preferred Stock issued as compensation"

Series D convertible preferred stock is a class of shares issued in a later-stage funding round that gives holders priority over common shareholders for payouts and often a fixed dividend, while including an option to convert those shares into common stock. It matters to investors because it affects who gets paid first if a company is sold or liquidates and can change ownership stakes and voting power when converted, similar to holding a safer ticket that can be exchanged for regular tickets later.

beneficial ownership limitation regulatory

"at a ratio of 100 shares of common stock for each share ... subject to a 4.9% beneficial ownership limitation"

A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.

par value financial

"Series D Convertible Preferred Stock, par value $0.0001 per share, are convertible into shares of common stock"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

Board of Directors Agreement financial

"issued as compensation for board services pursuant to that certain Board of Directors Agreement, dated February 3, 2025"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did BioAdaptives (BDPT) director Mark P. Frissora receive in this Form 4 filing?

He received 15,152 shares of BioAdaptives’ Series D Convertible Preferred Stock as compensation for board services under a Board of Directors Agreement dated February 3, 2025, issued at a stated price of $0.0000 per share.

How many BioAdaptives (BDPT) common shares are underlying the new Series D preferred shares?

The 15,152 Series D preferred shares are linked to 1,515,152 underlying common shares. Each preferred share is convertible into 100 common shares, giving the director significant potential equity exposure if and when conversions occur, subject to the stated limitations.

What is the beneficial ownership limitation on BioAdaptives (BDPT) Series D Convertible Preferred Stock?

The Series D preferred is subject to a 4.9% beneficial ownership limitation. This means conversions into common stock cannot increase the holder’s beneficial ownership above 4.9%, which effectively restricts how many preferred shares can be converted at any given time.

When can the BioAdaptives (BDPT) Series D preferred shares held by Frissora be converted?

These shares may be converted into common stock no earlier than six months after issuance, except in a liquidation, when conversion occurs immediately. The right to convert does not expire, providing an ongoing option to convert within those constraints.

How many Series D preferred shares of BioAdaptives (BDPT) does Frissora hold after this transaction?

Following this award, Mark P. Frissora holds 103,923 shares of Series D Convertible Preferred Stock. Each of these preferred shares carries 100 votes on stockholder matters, giving him substantial voting power relative to the number of preferred shares held.

Was the BioAdaptives (BDPT) Series D preferred stock award reported under a Rule 10b5-1 trading plan?

No. The Form 4’s Rule 10b5-1 checkbox was not marked as relying on a plan, indicating this compensation-related acquisition was not reported as being executed pursuant to a Rule 10b5-1 trading arrangement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/04/2026 - 04:05 PM Accepted by SEC EDGAR 08/04/2026 - 04:03 PM Learn about SEC filing dates

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 NEVADA 89128

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026

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

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

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

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)	08/01/2026		J(1)		15,152		02/01/2027	(2)	Common Stock	1,515,152	$0(1)	103,923	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.

	/s/ Mark P. Frissora	08/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)