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[Form 4] BIO KEY INTERNATIONAL INC Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Michael DePasquale, Chief Executive Officer and Director of Bio-Key International, Inc. (BKYI), reported two open-market purchases of the company's common stock. On 09/15/2025 he purchased 2,500 shares at $0.75 per share and on 09/16/2025 he purchased 1,617 shares at $0.84 per share. Following these transactions he beneficially owned 112,174 shares directly. The filing notes that reported holdings exclude options to purchase 232 shares and warrants exercisable into 9,167 shares. The Form 4 is signed and dated 09/17/2025.

Positive
  • Insider purchases recorded: CEO acquired 2,500 shares at $0.75 and 1,617 shares at $0.84
  • Increased direct stake: Beneficial ownership reported as 112,174 shares following transactions
  • Clear disclosure: Form 4 includes signature and explains excluded option and warrant holdings
Negative
  • None.

Insights

TL;DR: CEO made small, direct purchases over two days, modestly increasing his stated direct stake.

The reporting shows routine insider purchases totaling 4,117 common shares across two days at prices of $0.75 and $0.84. These are disclosed as direct beneficial ownership and raise his reported direct holdings to 112,174 shares. The filing explicitly excludes small option and warrant positions from the count. The transactions are straightforward open-market purchases with no derivatives exercised or disposed of reported.

TL;DR: Disclosure complies with Section 16 reporting; purchases were properly reported within required timeframe.

The Form 4 identifies the reporting person, relationship to the issuer (CEO and Director), transaction dates, codes, amounts and prices, and includes the required signature and date. The form clarifies direct ownership and notes excluded option and warrant holdings. From a governance and compliance perspective, the filing appears complete and timely based on the information provided.

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).
1. Name and Address of Reporting Person*
DEPASQUALE MICHAEL W

(Last) (First) (Middle)
C/O BIO-KEY INTERNATIONAL, INC.
101 CRAWFORDS CORNER RD, SUITE 4116

(Street)
HOLMDEL NJ 07733

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BIO KEY INTERNATIONAL INC [ BKYI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) X Other (specify below)
Chief Executive Officer Chairman
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025
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
Common Stock 09/15/2025 P V 2,500 A $0.75 110,557(1) D
Common Stock 09/16/2025 P V 1,617 A $0.84 112,174(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 (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
Explanation of Responses:
1. Holdings do not include options to purchase 232 shares and 9,167 shares issuable upon exercise of warrants.
/s/ Michael DePasquale 09/17/2025
** 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 transactions did BKYI CEO Michael DePasquale report?

He reported purchases of 2,500 shares on 09/15/2025 at $0.75 and 1,617 shares on 09/16/2025 at $0.84.

How many shares does Michael DePasquale beneficially own after these Form 4 transactions?

He reported beneficial ownership of 112,174 shares (direct) following the reported transactions.

Does the Form 4 disclosure include options or warrants in the ownership total?

No. The filing states holdings do not include options to purchase 232 shares and warrants exercisable into 9,167 shares.

When was the Form 4 signed and filed?

The signature on the Form 4 is dated 09/17/2025.

What positions does the reporting person hold at BKYI?

Michael DePasquale is reported as Chief Executive Officer and Director.
Bio-Key Intl Inc

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United States
HOLMDEL