BioStem CFO converts 1,694 RSUs to stock

BioStem Technologies, Inc. (BSEM) reported that Chief Financial Officer Brandon Poe exercised previously granted equity awards on September 15, 2026.

Rhea-AI Filing Summary

BioStem Technologies, Inc. (BSEM) reported that Chief Financial Officer Brandon Poe exercised previously granted equity awards on September 15, 2026. He converted 1,694 restricted stock units into an equal number of shares of common stock at a reported price of $0.00 per share, increasing his directly held common stock to 58,062 shares after the transaction.

Following this event, Poe continues to hold significant unexercised equity incentives, including options to buy common stock and additional restricted stock units that vest over multi‑year schedules.

Insider Trade Summary

1,694 shares exercised/converted

Exercise 6 txns

Insider POE BRANDON

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F3, F4	1,694	$0.00	$0.00
Exercise	Common Stock	1,694	$0.00	$0.00
holding	Options (Right to Buy) F1	--	--	--
holding	Options (Right to Buy) F2	--	--	--
holding	Restricted Stock Units F3, F5	--	--	--
holding	Restricted Stock Units F3, F6	--	--	--

Holdings After Transaction: Restricted Stock Units — 125,275 contracts for 118,500 underlying shares (Direct); Common Stock — 58,062 shares (Direct); Options (Right to Buy) — 156,215 contracts (Direct)

Footnotes (6)

1. F1. These options vest according to the following schedule: 33% vested on August 11, 2026, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
2. F2. 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.
3. F3. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
4. F4. These restricted stock units vest in equal quarterly installments over three years from the grant date (September 15, 2024).
5. F5. These restricted stock units vest according to the following schedule: 33% vested on August 11, 2026, with the remaining units vesting in equal quarterly installments over the subsequent two year period.
6. F6. 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.

Key Figures

RSUs converted to common stock: 1,694 shares Common stock held after transaction: 58,062 shares Options at $6.48 expiring 2035-08-19: 38,814 underlying shares +5 more

8 metrics

RSUs converted to common stock 1,694 shares Restricted stock units converted into common stock on September 15, 2026

Common stock held after transaction 58,062 shares Directly held by CFO Brandon Poe after September 15, 2026 transaction

Options at $6.48 expiring 2035-08-19 38,814 underlying shares Unexercised options to buy common stock, direct ownership

Options at $5.50 expiring 2036-02-11 117,401 underlying shares Unexercised options to buy common stock, direct ownership

RSU award 1 underlying shares 21,591 shares Restricted stock units linked to common stock, direct ownership

RSU award 2 underlying shares 96,909 shares Restricted stock units linked to common stock, direct ownership

RSU conversion price $0.00 per share Reported for the 1,694 restricted stock units converted to common stock

RSU grant vesting start date September 15, 2024 Certain RSUs vest in equal quarterly installments over three years from this grant date

Key Terms

Restricted Stock Units, Options (Right to Buy), exercise or conversion of derivative security, contingent right to receive, +1 more

5 terms

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 specified exercise prices and expiration dates"

exercise or conversion of derivative security financial

"Transaction code M is described as exercise or conversion of derivative security"

contingent right to receive financial

"Each restricted stock unit represents a contingent right to receive one share"

vesting in equal quarterly installments financial

"Units and options vest in equal quarterly installments over a stated period"

FAQ

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

What insider transaction did BSEM’s CFO report on September 15, 2026?

BioStem Technologies’ CFO Brandon Poe reported converting 1,694 restricted stock units into 1,694 shares of common stock on September 15, 2026, through an exercise or conversion of derivative securities, with no sale of shares reported.

How many BSEM common shares does the CFO hold after this Form 4 transaction?

After the September 15, 2026 transaction, CFO Brandon Poe directly holds 58,062 shares of BioStem Technologies common stock, as reported in the filing.

What restricted stock unit (RSU) position does the BSEM CFO retain?

Brandon Poe retains restricted stock units representing 21,591 underlying shares and another RSU award representing 96,909 underlying shares of BioStem Technologies common stock, each RSU providing a contingent right to receive one share upon vesting.

What stock options does the BSEM CFO hold according to this Form 4?

The CFO holds options to buy BioStem Technologies common stock covering 38,814 underlying shares at an exercise price of $6.48 per share expiring August 19, 2035, and options covering 117,401 underlying shares at $5.50 per share expiring February 11, 2036.

How do the BSEM CFO’s options and RSUs vest over time?

One option grant had 33% vest on August 11, 2026, with the rest vesting quarterly over two years. Another option grant will have 33% vest on February 11, 2027, then quarterly over two years. Certain RSU awards follow the same 33%-then-quarterly, two‑year vesting pattern.

Were the BSEM CFO’s reported transactions under a Rule 10b5-1 trading plan?

No. The filing indicates no Rule 10b5-1 trading plan affirmation for these transactions; they were not reported as executed under such a pre-arranged trading plan.

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

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Available on EDGAR 09/17/2026 - 04:31 PM Accepted by SEC EDGAR 09/17/2026 - 04:30 PM Learn about SEC filing dates

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).

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^*

POE BRANDON

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial 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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/15/2026		M		1,694	A	$0.00	58,062	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
Options (Right to Buy)	$6.48							(1)	08/19/2035	Common Stock	38,814		38,814	D
Options (Right to Buy)	$5.5							(2)	02/11/2036	Common Stock	117,401		117,401	D
Restricted Stock Units	(3)	09/15/2026		M			1,694	(4)	(4)	Common Stock	1,694	$0.00	6,775	D
Restricted Stock Units	(3)							(5)	(5)	Common Stock	21,591		21,591	D
Restricted Stock Units	(3)							(6)	(6)	Common Stock	96,909		96,909	D

Explanation of Responses:

1. These options vest according to the following schedule: 33% vested on August 11, 2026, with the remaining options vesting in equal quarterly installments over the subsequent two year period.

2. 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.

3. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.

4. These restricted stock units vest in equal quarterly installments over three years from the grant date (September 15, 2024).

5. These restricted stock units vest according to the following schedule: 33% vested on August 11, 2026, with the remaining units vesting in equal quarterly installments over the subsequent two year period.

6. 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/ Katherine Gorrell, Attorney-in-Fact	09/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)