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BioStem insider acquires 17,196 shares via RSUs

BioStem’s COO and ten percent owner converted 17,196 RSUs into common shares and retains substantial option and RSU awards.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BioStem Technologies, Inc. (BSEM) insider Andrew Smith-Van Vurst, a director, Chief Operating Officer and ten percent owner, exercised restricted stock units into common stock on September 15 and September 17, 2026. He converted 7,622 and 9,574 restricted stock units, respectively, into an equal number of common shares at a stated price of $0.00 per share, with corresponding RSU positions disposed of. No open-market purchases or sales are reported, and no Rule 10b5-1 trading plan is indicated. He continues to hold significant equity awards, including multiple option grants and 209,091 restricted stock units tied to future vesting.

Positive

  • None.

Negative

  • None.
Insider SMITH-VAN VURST ANDREW
Role Chief Operating Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F5, F7 9,574 $0.00 $0.00
Exercise Common Stock 9,574 $0.00 $0.00
Exercise Restricted Stock Units F5, F6 7,622 $0.00 $0.00
Exercise Common Stock 7,622 $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 — 297,020 contracts for 209,091 underlying shares (Direct); Common Stock — 1,539,809 shares (Direct); Options (Right to Buy) — 2,640,864 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 will vest in equal quarterly installments 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 stock on September 15, 2026 7,622 shares RSUs exercised into common stock at $0.00 per share
RSUs converted to common stock on September 17, 2026 9,574 shares RSUs exercised into common stock at $0.00 per share
Total RSUs exercised in reported transactions 17,196 shares Combined RSU conversions on September 15 and 17, 2026
Options (Right to Buy) at $2.00 2,250,000 underlying shares Exercise price $2.00; expiration October 24, 2032; direct ownership
Options (Right to Buy) at $10.05 expiring March 17, 2035 114,314 underlying shares Exercise price $10.05; expiration March 17, 2035; direct ownership
Options (Right to Buy) at $10.05 expiring October 13, 2035 23,246 underlying shares Exercise price $10.05; expiration October 13, 2035; direct ownership
Options (Right to Buy) at $5.50 253,304 underlying shares Exercise price $5.50; expiration February 11, 2036; direct ownership
Restricted stock units outstanding 209,091 underlying shares Each RSU is a contingent right to one share; vesting begins February 11, 2027 with quarterly installments
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"
contingent right financial
"represents a contingent right to receive one share of the issuer's common stock"
equal quarterly installments financial
"remaining options vesting in equal quarterly installments over the subsequent two year period"
ten percent owner regulatory
"reporting person is identified as a ten percent owner of the issuer"

FAQ

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

What did BioStem Technologies (BSEM) insider Andrew Smith-Van Vurst report in this Form 4?

He reported exercising restricted stock units into 17,196 shares of BioStem common stock on September 15 and 17, 2026, with no open-market purchases or sales disclosed and corresponding RSU positions reduced.

How many BioStem (BSEM) shares did Andrew Smith-Van Vurst acquire on each transaction date?

On September 15, 2026, he acquired 7,622 common shares through RSU conversion. On September 17, 2026, he acquired an additional 9,574 common shares through RSU conversion, all at a stated price of $0.00 per share.

Were the BioStem (BSEM) Form 4 transactions made under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 checkbox is not marked, so no Rule 10b5-1 trading plan is reported for these RSU exercises and resulting share acquisitions.

Did Andrew Smith-Van Vurst sell any BioStem (BSEM) shares in this Form 4?

No sales are reported. The Form 4 shows RSUs disposed as part of exercises and an equal number of common shares acquired at $0.00 per share, with no open-market sale or purchase transactions disclosed.

What option positions does Andrew Smith-Van Vurst retain in BioStem (BSEM) after these transactions?

He retains options over 2,250,000 underlying shares at $2.00 expiring October 24, 2032; 114,314 shares at $10.05 expiring March 17, 2035; 23,246 shares at $10.05 expiring October 13, 2035; and 253,304 shares at $5.50 expiring February 11, 2036.

How many restricted stock units in BioStem (BSEM) does Andrew Smith-Van Vurst still hold and how do they vest?

He holds 209,091 restricted stock units, each representing a contingent right to one common share. A related footnote states 33% will vest on February 11, 2027, with the remaining units vesting in equal quarterly installments over the subsequent two-year period.

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

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Learn about SEC filing dates
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*
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. 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 Operating 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 Stock09/15/2026M7,622A$0.001,530,235D
Common Stock09/17/2026M9,574A$0.001,539,809D
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 Stock114,314114,314D
Options (Right to Buy)$10.05 (3)10/13/2035Common Stock23,24623,246D
Options (Right to Buy)$5.5 (4)02/11/2036Common Stock253,304253,304D
Restricted Stock Units(5)09/15/2026M7,622 (6) (6)Common Stock7,622$0.0030,487D
Restricted Stock Units(5)09/17/2026M9,574 (7) (7)Common Stock9,574$0.0057,442D
Restricted Stock Units(5) (8) (8)Common Stock209,091209,091D
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 will vest in equal quarterly installments 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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