BioRestorative Therapies, Inc. reports that the Reporting Persons may be deemed to beneficially own 922,143 shares of Common Stock, representing 4.1% of the class as of the close of business on 02/18/2026.
The 922,143 shares consist of 857,143 shares issuable upon exercise of one warrant ("Intracoastal Warrant 1") and 65,000 shares issuable upon exercise of a second warrant ("Intracoastal Warrant 2"). The filing states each warrant "contains a blocker provision" limiting exercises to prevent ownership above 4.99%.
What stake does Intracoastal/Reporting Persons hold in BRTX?
They report beneficial ownership of 922,143 shares, or 4.1%. The figure is calculated as of 02/18/2026 and reflects 857,143 shares from Intracoastal Warrant 1 plus 65,000 shares from Intracoastal Warrant 2.
How is the 4.1% ownership in BRTX calculated?
The 4.1% uses 9,046,242 shares outstanding plus post-transaction issuance. The filing ties the percentage to 9,046,242 shares outstanding as of 02/11/2026 and additional shares issued at the SPA closing.
Do the warrants include ownership limits for BRTX?
Yes. Both warrants contain a blocker provision limiting exercise above 4.99%. The filing states each Intracoastal warrant prevents exercise to the extent it would cause beneficial ownership over 4.99%.
What would their ownership be without the blocker provisions?
Without the blocker provisions they may have been deemed to own 1,779,286 shares. That higher figure appears in the filing as the amount if warrant exercises were not restricted by the stated blockers.
When did the Reporting Persons execute the Securities Purchase Agreement?
The Securities Purchase Agreement was executed on 02/11/2026. The filing references the SPA and a Form 424B4 prospectus filed on 02/13/2026 related to the transaction described.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
BioRestorative Therapies, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
090655606
(CUSIP Number)
02/11/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
090655606
1
Names of Reporting Persons
Mitchell P. Kopin
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
922,143.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
922,143.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
922,143.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.1 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP No.
090655606
1
Names of Reporting Persons
Daniel B. Asher
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
922,143.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
922,143.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
922,143.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.1 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP No.
090655606
1
Names of Reporting Persons
INTRACOASTAL CAPITAL, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
922,143.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
922,143.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
922,143.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.1 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
BioRestorative Therapies, Inc.
(b)
Address of issuer's principal executive offices:
40 Marcus Drive, Melville, New York 11747
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual ("Mr. Kopin"), (ii) Daniel B. Asher, an individual ("Mr. Asher") and (iii) Intracoastal Capital LLC, a Delaware limited liability company ("Intracoastal" and together with Mr. Kopin and Mr. Asher, collectively the "Reporting Persons").
(b)
Address or principal business office or, if none, residence:
The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483. The principal business office of Mr. Asher is 1011 Lake Street, Suite 311, Oak Park, Illinois 60301.
(c)
Citizenship:
Mr. Kopin is a citizen of the United States of America. Mr. Asher is a citizen of the United States of America. Intracoastal is a Delaware limited liability company.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
090655606
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
(i) Immediately following the execution of the Securities Purchase Agreement with the Issuer on February 11, 2026 (the "SPA") (as disclosed in the Form 424B4 prospectus filed by the Issuer with the Securities and Exchange Commission on February 13, 2026), each of the Reporting Persons may have been deemed to have beneficial ownership of 857,143 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA, and all such shares of Common Stock represent beneficial ownership of approximately 8.7% of the Common Stock, based on (1) 9,046,242 shares of Common Stock outstanding as of February 11, 2026, as reported by the Issuer, plus (2) 857,143 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA. The foregoing excludes (I) 857,143 shares of Common Stock issuable upon exercise of a warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 1") because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (II) 65,000 shares of Common Stock issuable upon exercise of a warrant held by Intracoastal ("Intracoastal Warrant 2") because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,779,286 shares of Common Stock.
(ii) As of the close of business on February 18, 2026, each of the Reporting Persons may have been deemed to have beneficial ownership of 922,143 shares of Common Stock, which consisted of (i) 857,143 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1 and (ii) 65,000 shares of Common Stock issuable upon exercise of Intracoastal Warrant 2, and all such shares of Common Stock represent beneficial ownership of approximately 4.1% of the Common Stock, based on (1) 9,046,242 shares of Common Stock outstanding as of February 11, 2026, as reported by the Issuer, plus (2) 12,560,715 shares of Common Stock issued at the closing of the transaction contemplated by the SPA, (3) 857,143 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1 and (4) 65,000 shares of Common Stock issuable upon exercise of Intracoastal Warrant 2.
(b)
Percent of class:
4.1 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
922,143
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
922,143
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
