BioStem Technologies (OTC: BSEM) wins approval for Nasdaq uplisting

Rhea-AI Filing Summary

BioStem Technologies, Inc. reported that its common stock has been approved for listing on The Nasdaq Capital Market. The shares, which previously traded on the OTCID Basic Market, are scheduled to begin trading on Nasdaq on August 7, 2026 under the ticker symbol BSEM.

The company stated that the uplisting marks an important milestone and expressed its belief that trading on Nasdaq may expand access to capital, improve market visibility and liquidity, and support attracting talent. Shareholders are not required to take any action in connection with the listing, and the company’s ticker and par value of $0.001 per share remain unchanged.

Filing Explained

The Nasdaq transition is now effective: BioStem Technologies common-stock trading moved from the OTCID Basic Market to Nasdaq at the opening of August 7, 2026, changing the trading venue rather than the shares’ ticker.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Nasdaq trading start date: August 7, 2026 Announcement date: August 6, 2026 Common stock par value: $0.001 per share

3 metrics

Nasdaq trading start date August 7, 2026 Date BioStem Technologies common stock is expected to begin trading on The Nasdaq Capital Market

Announcement date August 6, 2026 Date BioStem Technologies announced approval for listing on The Nasdaq Capital Market

Common stock par value $0.001 per share Par value of BioStem Technologies common stock as described

Key Terms

Nasdaq Capital Market, perinatal tissue allograft, current Good Manufacturing Practices, forward-looking statements

4 terms

Nasdaq Capital Market regulatory

"approved the Company’s common stock for listing on The Nasdaq Capital Market"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

perinatal tissue allograft medical

"focused on the development, manufacturing, and commercialization of perinatal tissue allograft products"

current Good Manufacturing Practices regulatory

"established in compliance with current Good Tissue Practices and current Good Manufacturing Practices"

Current good manufacturing practices (cGMPs) are the regulatory standards that govern how medicines, medical devices, and other regulated products must be made to ensure consistent safety, purity, and quality. Think of them as a strict recipe and kitchen rules—clean facilities, trained staff, documented steps, and quality checks—so each batch turns out the same. For investors, cGMP compliance reduces the risk of product recalls, regulatory fines, production shutdowns, and damage to long-term revenue and reputation.

forward-looking statements regulatory

"Except for statements of historical fact, this press release also contains forward-looking statements"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

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Understanding 8-K Material Events →

Available on EDGAR 08/07/2026 - 04:15 PM Accepted by SEC EDGAR 08/07/2026 - 04:15 PM Learn about SEC filing dates

FAQ

What stock market change did BioStem Technologies (BSEM) announce?

BioStem Technologies announced that The Nasdaq Stock Market LLC approved its common stock for listing on The Nasdaq Capital Market, moving from the OTCID Basic Market. The company described this uplisting as an important milestone in its corporate development and strategic execution.

When will BioStem Technologies (BSEM) begin trading on Nasdaq and under what symbol?

BioStem’s common stock is expected to begin trading on August 7, 2026 on The Nasdaq Capital Market under the ticker symbol BSEM. The company noted that its existing ticker will remain unchanged despite the transition from the OTCID Basic Market to Nasdaq.

Do BioStem Technologies (BSEM) shareholders need to take any action due to the Nasdaq uplisting?

Shareholders are not required to take any action as a result of the Nasdaq listing. The company stated that its common stock will simply transition to trading on The Nasdaq Capital Market, with the same ticker symbol BSEM and the same par value per share.

What benefits does BioStem Technologies expect from its Nasdaq uplisting?

BioStem believes the uplisting to Nasdaq may expand its access to capital, improve market visibility, enhance trading liquidity for shareholders, and reinforce its ability to attract and retain talent. These expectations were expressed as forward-looking statements subject to various business and market risks.

What is the core business focus of BioStem Technologies (BSEM)?

BioStem Technologies is described as a regenerative medicine company focused on developing, manufacturing, and commercializing advanced allograft solutions derived from perinatal tissue. Its products leverage proprietary BioRetain, CryoTek and SteriTek processing technologies and are used by clinicians across a range of medical specialties.

Which quality and regulatory standards does BioStem Technologies highlight?

BioStem states that its quality management system and procedures are accredited by the American Association of Tissue Banks and established in compliance with current Good Tissue Practices (cGTP) and current Good Manufacturing Practices (cGMP), supporting the safety and consistency of its perinatal tissue allograft products.

false000165867800016586782026-08-062026-08-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 06, 2026

BioStem Technologies, Inc.

(Exact name of Registrant as Specified in Its Charter)

Florida			001-42292	27-0400416
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
2836 Center Port Circle
Pompano Beach, Florida				33064
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (954) 380-8342

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		BSEM		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 - Other Events

On August 6, 2026, BioStem Technologies, Inc. (the “Company”), announced that its shares of common stock, par value $0.001, have been approved by The Nasdaq Stock Market LLC for listing on The Nasdaq Capital Market (“Nasdaq”). Trading in the Company’s common stock transitioned from the OTCID Basic Market to Nasdaq effective as of the opening of trading on August 7, 2026, and now trades on Nasdaq under its current ticker symbol “BSEM.”

Shareholders of the Company do not need to take any action in connection with the listing of the Company’s common stock for trading on Nasdaq.

For additional information, reference is made to the Company’s press release dated August 6, 2026, which is filed as Exhibit 99.1 to this report and incorporated by reference herein.

Item 9.01 - Financial Statements and Exhibits

(d): The following exhibits are being filed herewith:

Exhibit No.		Description
99.1		Press Release, dated August 6, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			BioStem Technologies, Inc.
Date:	August 7, 2026	By:	/s/ Jason Matuszewski
			Jason Matuszewski Chief Exectuive Officer

Exhibit 99.1

BioStem Technologies Announces Nasdaq Uplisting

Trading to Commence on August 7, 2026

POMPANO BEACH, Fla., August 6, 2026 — BioStem Technologies Inc. (OTC: BSEM) (“BioStem” or the “Company”), a leading regenerative medicine company focused on the development, manufacturing, and commercialization of perinatal tissue allograft products, today announced that The Nasdaq Stock Market LLC (“Nasdaq”) has completed its review of the Company’s listing application and approved the Company’s common stock for listing on The Nasdaq Capital Market. The Company’s common stock is expected to begin trading on Nasdaq on August 7, 2026 under the ticker symbol “BSEM.”

"Our uplisting to Nasdaq is an important milestone for BioStem, reflecting the significant progress we have made in strengthening our foundation, streamlining our operations, and executing on our core business strategy," said Jason Matuszewski, Chairman and CEO of BioStem Technologies. "We believe this uplisting will expand our access to capital, improve market visibility and liquidity for our shareholders, and reinforce our ability to attract exceptional talent as we continue to grow. We are deeply grateful to our partners, investors, and stakeholders for their continued support throughout this process."

Shareholders are not required to take any action as a result of the listing, and the Company’s ticker symbol “BSEM” will remain unchanged.

About BioStem Technologies, Inc. (OTC: BSEM): BioStem Technologies, Inc. is a publicly traded, biomedical innovator, focused on developing, manufacturing and commercializing advanced allograft solutions derived from perinatal tissue. The Company leverages its industry-leading proprietary BioRetain®, CryoTek® and SteriTek® processing technologies, designed to optimize the preservation of the natural properties of these tissues, supporting their use in clinical settings. Its allografts are used by clinicians across a wide range of specialties. With a growing portfolio of products, expanding clinical research initiatives, and a national commercial footprint, BioStem is committed to advancing innovation in regenerative medicine.

BioStem Technologies’ quality management system and standard operating procedures have been reviewed and accredited by the American Association of Tissue Banks (“AATB”). These systems and procedures are established in compliance with current Good Tissue Practices (“cGTP”) and current Good Manufacturing Practices (“cGMP”). BioStem’s portfolio of quality brands includes its Neox®, Clarix®, VENDAJE® and American Amnion™ product lines.

Forward-Looking Statements: Except for statements of historical fact, this press release also contains forward-looking statements. These forward-looking statements relate to expectations or forecasts of future events. Forward-looking statements may be identified using words such as “forecast,” “intend,” “seek,” “target,” “anticipate,” “believe,” “expect,” “estimate”, “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Forward-looking statements in this press release include, without limitation, statements regarding the expected commencement and timing of trading of the Company’s common stock on Nasdaq, the anticipated benefits of the Nasdaq uplisting, including expected access to capital, market visibility, trading liquidity, the Company’s ability to attract and retain talent, and the Company’s future growth, and the Company’s ability to maintain compliance with Nasdaq’s continued listing standards.

Forward-looking statements with respect to strategies, prospects and other aspects of the business of the Company are based on current expectations that are subject to known and unknown risks and uncertainties,

which could cause actual results or outcomes to differ materially from expectations expressed or implied by such forward-looking statements. These factors include, but are not limited to: the risk that trading of the Company’s common stock on Nasdaq may not commence when expected or at all; the risk that the Company may be unable to maintain compliance with Nasdaq’s continued listing standards; the risk that the Nasdaq uplisting does not result in the anticipated benefits, including expanded access to capital, improved market visibility, increased trading liquidity, or an enhanced ability to attract and retain personnel; the competition that the Company faces, which could adversely affect its business, results of operations and financial condition; rapid technological change could cause the Company’s products to become obsolete and if the Company does not enhance its product offerings through its research and development efforts, it may be unable to effectively compete; the Company’s ability to convince physicians that its products are safe and effective alternatives to existing treatments and that its products should be used in their procedures; the risk that the Company may be unable to raise funds to expand its business; changes in applicable laws or regulations; the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; and the other risks and uncertainties described under “Risk Factors” in the Company’s Form 10 registration statement and its subsequent filings with the U.S. Securities and Exchange Commission. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Although it may voluntarily do so from time to time, the Company undertakes no commitment to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

Join BioStem’s Distribution List & Social Media:
To follow the latest developments at BioStem, sign up for the Company’s email distribution list HERE, and follow us on X and LinkedIn.

Contact BioStem:
Website: www.biostemtechnologies.com E-Mail: pr@biostemtech.com
X: @BSEM_Tech Facebook: BioStemTechnologies

Phone: 954-380-8342

Investor Relations:

Philip Trip Taylor, Gilmartin

ir@biostemtech.com

Public Relations:

Jennifer Horton, Relevance

jennifer@relevance.com

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 18.2 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 24.3 KB