STOCK TITAN

BioStem CEO converts 25,119 RSUs to shares

BioStem Technologies’ CEO converted restricted stock units into common shares and retains sizable option and RSU positions, with no open-market trades reported.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BioStem Technologies, Inc. (BSEM) reports that Chief Executive Officer and director Jason Matuszewski exercised restricted stock units into common stock in two transactions. On September 15, 2026, 8,469 restricted stock units converted into 8,469 shares of common stock, and on September 17, 2026, 16,650 restricted stock units converted into 16,650 shares of common stock, all at a stated price of $0.00 per share. The restricted stock unit positions were reduced and the common stock position increased accordingly, with no market purchases or sales reported. No Rule 10b5-1 trading plan is indicated.

Matuszewski continues to hold significant derivative positions, including options to acquire shares of common stock at exercise prices of $2.00, $10.05, and $5.50 per share with expirations between October 24, 2032 and February 11, 2036, as well as restricted stock units representing 363,636 underlying shares, all held directly.

Positive

  • None.

Negative

  • None.
Insider Matuszewski Jason
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F5, F7 16,650 $0.00 $0.00
Exercise Common Stock 16,650 $0.00 $0.00
Exercise Restricted Stock Units F5, F6 8,469 $0.00 $0.00
Exercise Common Stock 8,469 $0.00 $0.00
holding Options (Right to Buy) F1 -- -- --
holding Options (Right to Buy) F2 -- -- --
holding Options (Right to Buy) F3 -- -- --
holding Options (Right to Buy) F4 -- -- --
holding Restricted Stock Units F5, F8 -- -- --
Holdings After Transaction: Restricted Stock Units — 497,410 contracts for 363,636 underlying shares (Direct); Common Stock — 1,303,552 shares (Direct); Options (Right to Buy) — 2,929,763 contracts (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. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
  6. F6. These restricted stock units vest quarterly over three years from the grant date (September 15, 2024).
  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.
RSUs converted to common on September 15, 2026 8,469 shares Restricted stock units converted into common stock at $0.00 per share
RSUs converted to common on September 17, 2026 16,650 shares Restricted stock units converted into common stock at $0.00 per share
Total RSUs converted in reported transactions 25,119 shares Sum of RSU conversions on September 15 and 17, 2026
Options at $2.00 exercise price 2,250,000 underlying shares Options on common stock expiring October 24, 2032, held directly
Options at $10.05 exercise price (2035-03-17) 198,807 underlying shares Options on common stock expiring March 17, 2035, held directly
Options at $10.05 exercise price (2035-10-13) 40,427 underlying shares Options on common stock expiring October 13, 2035, held directly
Options at $5.50 exercise price 440,529 underlying shares Options on common stock expiring February 11, 2036, held directly
Restricted stock units remaining 363,636 underlying shares Each RSU represents a contingent right to one share of common stock
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
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.
Options (Right to Buy) financial
"Options (Right to Buy) with exercise prices of $2.00, $10.05 and $5.50"
exercise price financial
"Options on common stock with exercise prices of $2.00, $10.05, and $5.50"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
vest financial
"These options vest according to the following schedule: 33% vested or will vest"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
Rule 10b5-1 regulatory
"No Rule 10b5-1 trading plan is indicated for these transactions"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

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

What insider transactions did BSEM’s CEO report on this Form 4?

Jason Matuszewski reported exercising restricted stock units into common stock on September 15 and 17, 2026. In total, 25,119 RSUs converted into 25,119 common shares, with no open-market purchases or sales disclosed.

How many BioStem Technologies (BSEM) shares were involved in each RSU conversion?

On September 15, 2026, 8,469 restricted stock units converted into 8,469 common shares. On September 17, 2026, 16,650 restricted stock units converted into 16,650 common shares, all at a stated price of $0.00 per share.

Were the BSEM insider transactions under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 checkbox is not affirmed, and no footnote describes a trading plan, so these reported RSU conversions are not stated to be under a Rule 10b5-1 plan.

What option holdings does the BSEM CEO report after these transactions?

Jason Matuszewski reports options on BSEM common stock with exercise prices of $2.00, $10.05, and $5.50 per share, covering 2,250,000, 198,807, 40,427, and 440,529 underlying shares, expiring between October 24, 2032 and February 11, 2036.

What restricted stock unit balance does the BSEM CEO still hold?

The CEO reports restricted stock units over 363,636 underlying shares of BioStem Technologies common stock. Each RSU represents a contingent right to receive one share of common stock, subject to the vesting schedules described in the footnotes.

Did the BSEM CEO sell any shares into the market in this Form 4?

No. The transactions show RSUs converting into common shares, with derivative entries coded as dispositions and non-derivative entries as acquisitions. There are no reported sales of common stock into the market in this filing.

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

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SEC Form 4
FORM 4UNITED 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*
Matuszewski Jason

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

(Street)
POMPANO BEACH FLORIDA 33064

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BioStem Technologies, Inc. [ BSEM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/15/2026M8,469A$0.001,286,902D
Common Stock09/17/2026M16,650A$0.001,303,552D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Options (Right to Buy)$2 (1)10/24/2032Common Stock2,250,0002,250,000D
Options (Right to Buy)$10.05 (2)03/17/2035Common Stock198,807198,807D
Options (Right to Buy)$10.05 (3)10/13/2035Common Stock40,42740,427D
Options (Right to Buy)$5.5 (4)02/11/2036Common Stock440,529440,529D
Restricted Stock Units(5)09/15/2026M8,469 (6) (6)Common Stock8,469$0.0033,874D
Restricted Stock Units(5)09/17/2026M16,650 (7) (7)Common Stock16,650$0.0099,900D
Restricted Stock Units(5) (8) (8)Common Stock363,636363,636D
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. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
6. These restricted stock units vest quarterly over three years from the grant date (September 15, 2024).
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.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Katherine Gorrell, Attorney-in-Fact09/17/2026
** 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 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)

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