STOCK TITAN

BioStem Technologies (BSEM) CFO exercises 10,634 RSUs into shares

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BioStem Technologies, Inc. (BSEM) reported that its Chief Financial Officer, Brandon Poe, exercised 10,634 Restricted Stock Units into an equal number of shares of common stock on August 11, 2026 at a stated price of $0.00 per share, resulting in direct ownership of 56,368 common shares. He continues to hold stock options exercisable for 38,814 common shares at $6.48 per share expiring in 2035 and 117,401 shares at $5.50 per share expiring in 2036, plus additional unvested Restricted Stock Units covering 8,469 and 96,909 underlying common shares that vest over time according to stated schedules.

Positive

  • None.

Negative

  • None.
Insider POE BRANDON
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F3, F5 10,634 $0.00 $0.00
Exercise Common Stock 10,634 $0.00 $0.00
holding Stock Options (Right to Buy) F1 -- -- --
holding Stock Options (Right to Buy) F2 -- -- --
holding Restricted Stock Units F3, F4 -- -- --
holding Restricted Stock Units F3, F6 -- -- --
Holdings After Transaction: Restricted Stock Units — 126,969 shares (Direct); Common Stock — 56,368 shares (Direct); Stock Options (Right to Buy) — 156,215 shares (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. Due to an administrative error, the vesting of the restricted stock units was not timely reported on a Form 4 within two business days of the applicable transaction date.
  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.
RSUs exercised into common stock 10,634 shares Restricted Stock Units converted to common stock on August 11, 2026
Exercise price for RSU conversion $0.00 per share Price reported for the 10,634 RSUs converted to common stock
Common shares owned after transaction 56,368 shares Direct ownership of BioStem Technologies common stock following the Form 4 transaction
Stock options exercise price $6.48 per share Options expiring August 19, 2035 covering 38,814 underlying common shares
Underlying shares at $6.48 strike 38,814 shares Underlying common stock for options with a $6.48 exercise price
Stock options exercise price $5.50 per share Options expiring February 11, 2036 covering 117,401 underlying common shares
Underlying shares at $5.50 strike 117,401 shares Underlying common stock for options with a $5.50 exercise price
Unvested RSU underlying shares 8,469 and 96,909 shares Common shares underlying remaining Restricted Stock Units vesting over time
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.
Stock Options (Right to Buy) financial
"Stock Options (Right to Buy) with specified exercise prices and expirations"
vest financial
"These options vest according to the following schedule: 33% vested on August 11, 2026"
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.
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share"
equal quarterly installments financial
"with the remaining options vesting in equal quarterly installments over the subsequent"

FAQ

What equity transaction did BSEM CFO Brandon Poe report on this Form 4?

Brandon Poe reported the exercise of 10,634 Restricted Stock Units into 10,634 shares of BioStem Technologies common stock on August 11, 2026, at a stated price of $0.00 per share, as part of his equity compensation.

How many BSEM common shares does Brandon Poe own after this transaction?

After the reported transaction, Brandon Poe directly owns 56,368 shares of BioStem Technologies common stock, as disclosed in the Form 4 non-derivative transaction table.

What stock options held by the BSEM CFO are disclosed in this filing?

The filing shows two option positions: options with an exercise price of $6.48 per share expiring on August 19, 2035 covering 38,814 underlying shares, and options with an exercise price of $5.50 per share expiring on February 11, 2036 covering 117,401 underlying shares.

What Restricted Stock Units remain outstanding for the BSEM CFO?

Brandon Poe has remaining Restricted Stock Units tied to 8,469 and 96,909 underlying shares of BioStem Technologies common stock. Footnotes state that these RSUs vest in equal quarterly installments over multi-year periods from their respective grant dates.

Were the BioStem Technologies RSUs subject to vesting schedules?

Yes. Footnotes state that some RSUs vested 33% on August 11, 2026 with the remainder vesting in equal quarterly installments over two years, and others will vest 33% on February 11, 2027, with the balance vesting quarterly over the following two years.

Does this BSEM Form 4 mention any reporting delay for prior RSU vesting?

One footnote explains that certain RSUs vesting on August 11, 2026 were not timely reported on a Form 4 within two business days due to an administrative error, and that this filing includes that disclosure.

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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*
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026
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 Stock08/11/2026M10,634A$0.0056,368D
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
Stock Options (Right to Buy)$6.48 (1)08/19/2035Common Stock38,81438,814D
Stock Options (Right to Buy)$5.5 (2)02/11/2036Common Stock117,401117,401D
Restricted Stock Units(3) (4) (4)Common Stock8,4698,469D
Restricted Stock Units(3)08/11/2026M10,634 (5) (5)Common Stock10,634$0.0021,591D
Restricted Stock Units(3) (6) (6)Common Stock96,90996,909D
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. Due to an administrative error, the vesting of the restricted stock units was not timely reported on a Form 4 within two business days of the applicable transaction date.
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.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Katherine Gorrell, as Attorney-in-Fact08/20/2026
** 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)