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BioStem Technologies (BSEM) COO files Form 3, revealing over 1.5M common shares and large option grants

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

BioStem Technologies, Inc. reported the initial equity holdings of Andrew Smith-Van Vurst, who is a director, Chief Operating Officer, and more than 10% owner. He holds 1,522,613 shares of common stock directly, plus multiple stock option grants and restricted stock units that vest over time.

The reported derivative positions include options to acquire common stock at exercise prices of $2.00, $5.50, and $10.05 with expirations between 2032 and 2036, as well as several tranches of restricted stock units, each representing a contingent right to receive one share of common stock with specified vesting schedules.

Positive

  • None.

Negative

  • None.
Insider SMITH-VAN VURST ANDREW
Role Chief Operating Officer
Type Security Shares Price Value
holding Stock Option (Right to Buy) F1 -- -- --
holding Stock Option (Right to Buy) F2 -- -- --
holding Stock Option (Right to Buy) F3 -- -- --
holding Stock Option (Right to Buy) F4 -- -- --
holding Restricted Stock Units F6, F5 -- -- --
holding Restricted Stock Units F6, F7 -- -- --
holding Restriicted Stock Units F6, F8 -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 2,640,864 shares (Direct); Restricted Stock Units — 105,125 shares (Direct); Restriicted Stock Units — 209,091 shares (Direct); Common Stock — 1,522,613 shares (Direct)
Footnotes (8)
  1. F1. These options are fully vested and exercisable.
  2. F2. These options vest according to the following schedule: 33% vested on March 17, 2026, the one-year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
  3. F3. These options vest according to the following schedule: 33% will vest on October 13, 2026, the one-year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
  4. F4. These options vest according to the following schedule: 33% will vest on February 11, 2027, the one-year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
  5. F5. These restricted stock units will vest in equal quarterly installments over three years from the grant date (September 15, 2024).
  6. F6. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
  7. F7. These restricted stock units vest according to the following schedule: 33% vested on March 17, 2026, the one year anniversary of the grant date, with the remaining units vesting in equal quarterly installments over the subsequent two year period.
  8. F8. These restricted stock units vest according to the following schedule: 33% will vest on February 11, 2027, the one year anniversary of the grant date, with the remaining units vesting in equal quarterly installments over the subsequent two year period.
Direct common stock holdings 1,522,613 shares Shares of common stock held directly by Andrew Smith-Van Vurst
Stock option at $2.00 2,250,000 underlying shares Options exercisable at $2.0000 expiring 2032-10-24
Stock option at $10.05 (2035-03-17) 114,314 underlying shares Options exercisable at $10.0500 expiring 2035-03-17
Stock option at $10.05 (2035-10-13) 23,246 underlying shares Options exercisable at $10.0500 expiring 2035-10-13
Stock option at $5.50 253,304 underlying shares Options exercisable at $5.5000 expiring 2036-02-11
RSU grant 1 38,109 underlying shares Restricted stock units vesting quarterly over three years from September 15, 2024
RSU grant 2 67,016 underlying shares Restricted stock units with vesting starting March 17, 2026 over two additional years
RSU grant 3 209,091 underlying shares Restricted stock units with vesting starting February 11, 2027 over two additional years
Stock Option (Right to Buy) financial
"security_title: "Stock Option (Right to Buy)" with specified exercise prices and expirations"
Restricted Stock Units financial
"security_title: "Restricted Stock Units" representing a contingent right to receive common stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
contingent right to receive financial
"Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock"
vesting in equal quarterly installments financial
"These restricted stock units will vest in equal quarterly installments over three years from the grant date"

FAQ

What does BioStem Technologies (BSEM) disclose about Andrew Smith-Van Vurst in this Form 3?

The filing shows Andrew Smith-Van Vurst is a director, Chief Operating Officer, and more than 10% owner of BioStem Technologies, reporting his initial holdings in common stock, stock options, and restricted stock units as of the stated date.

How many BioStem Technologies (BSEM) common shares does Andrew Smith-Van Vurst hold directly?

Andrew Smith-Van Vurst directly holds 1,522,613 shares of BioStem Technologies common stock. This position is reported as direct ownership and represents his existing equity stake separate from options and restricted stock units listed in the derivative section.

What stock options in BioStem Technologies (BSEM) does Andrew Smith-Van Vurst report?

He reports stock options to acquire 2,250,000 shares at $2.00 expiring October 24, 2032, plus additional options for 114,314 and 23,246 shares at $10.05 and 253,304 shares at $5.50, with expirations through 2036.

What restricted stock units (RSUs) are reported for Andrew Smith-Van Vurst in BSEM?

He reports RSU positions covering 38,109, 67,016, and 209,091 underlying shares of common stock. Each restricted stock unit represents a contingent right to receive one share, subject to multi-year quarterly vesting schedules described in the footnotes.

How do Andrew Smith-Van Vurst’s options and RSUs in BSEM vest over time?

One option grant is fully vested, while others vest 33% on the one-year anniversary of their grant dates, with the remainder vesting in equal quarterly installments over the following two years. RSUs generally vest in equal quarterly installments over three years or follow similar 33%-plus-quarterly schedules.

Does this BioStem Technologies (BSEM) Form 3 show any recent insider buying or selling?

No specific insider buying or selling transactions are reported. The entries are classified as holdings that summarize Andrew Smith-Van Vurst’s existing common stock, option, and RSU positions, rather than new purchases or sales of securities.

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

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Learn about SEC filing dates
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
SMITH-VAN VURST ANDREW

(Last)(First)(Middle)
C/O BIOSTEM TECHNOLOGIES, INC.
2836 CENTER PORT CIRCLE

(Street)
POMPANO BEACH FLORIDA 33064

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
08/06/2026
3. Issuer Name and Ticker or Trading Symbol
BioStem Technologies, Inc. [ BSEM ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock1,522,613D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy) (1)10/24/2032Common Stock2,250,000$2D
Stock Option (Right to Buy) (2)03/17/2035Common Stock114,314$10.05D
Stock Option (Right to Buy) (3)10/13/2035Common Stock23,246$10.05D
Stock Option (Right to Buy) (4)02/11/2036Common Stock253,304$5.5D
Restricted Stock Units (5) (5)Common Stock38,109(6)D
Restricted Stock Units (7) (7)Common Stock67,016(6)D
Restriicted Stock Units (8) (8)Common Stock209,091(6)D
Explanation of Responses:
1. These options are fully vested and exercisable.
2. These options vest according to the following schedule: 33% vested on March 17, 2026, the one-year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
3. These options vest according to the following schedule: 33% will vest on October 13, 2026, the one-year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
4. These options vest according to the following schedule: 33% will vest on February 11, 2027, the one-year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
5. These restricted stock units will vest in equal quarterly installments over three years from the grant date (September 15, 2024).
6. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
7. These restricted stock units vest according to the following schedule: 33% vested on March 17, 2026, the one year anniversary of the grant date, with the remaining units vesting in equal quarterly installments over the subsequent two year period.
8. These restricted stock units vest according to the following schedule: 33% will vest on February 11, 2027, the one year anniversary of the grant date, with the remaining units vesting in equal quarterly installments over the subsequent two year period.
/s/ Andrew Van Vurst08/14/2026
** Signature of Reporting PersonDate
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 5 (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 3: SEC 1473 (03-26)