BioStem director converts 5,094 RSUs into shares

Q: What insider transaction did BSEM director Kenneth Warrington report on this Form 4?

He reported exercising 5,094 Restricted Stock Units into 5,094 shares of common stock of BioStem Technologies, Inc. on 2026-08-27, reflecting a derivative exercise/conversion rather than an open-market purchase or sale.

Q: How many BSEM common shares does Kenneth Warrington hold after the reported transaction?

After the transaction, Kenneth Warrington directly holds 32,234 shares of common stock of BioStem Technologies, Inc., as reported in the Form 4 entry for common stock following the derivative exercise on 2026-08-27.

Q: What happened to the 5,094 Restricted Stock Units reported for BSEM on 2026-08-27?

On 2026-08-27, 5,094 Restricted Stock Units were reported as disposed of through an exercise or conversion into 5,094 shares of BioStem Technologies common stock, with a reported per-unit price of $0.00 for the derivative line.

Q: What stock options does Kenneth Warrington still have in BSEM after this Form 4?

He reports stock options with an exercise price of $1.80 per share, expiring on 2032-03-29, covering 7,462 underlying shares of common stock, and noted as fully vested and exercisable in the footnotes.

Q: How many additional BSEM shares could Kenneth Warrington receive from remaining Restricted Stock Units?

He reports Restricted Stock Units representing 8,467 underlying shares of common stock. Each RSU represents a contingent right to receive one share, vesting in equal quarterly installments over three years from the September 15, 2024 grant date.

Q: Were Kenneth Warrington’s BSEM transactions reported under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not checked, and there is no footnote stating that the 2026-08-27 transactions were made pursuant to a Rule 10b5-1 or other pre-arranged trading plan.

BioStem Technologies, Inc. (BSEM) director Kenneth Howard Warrington Jr reported an exercise of 5,094 Restricted Stock Units into an equal number of shares of common stock on 2026-08-27.

Filing Impact

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

BioStem Technologies, Inc. (BSEM) director Kenneth Howard Warrington Jr reported an exercise of 5,094 Restricted Stock Units into an equal number of shares of common stock on 2026-08-27. The derivative RSUs were disposed and 5,094 common shares were acquired, bringing his direct common stock holdings to 32,234 shares. He also reports fully vested stock options and additional unvested RSUs that may convert into common stock over time.

Insider Trade Summary

5,094 shares exercised/converted

Exercise 4 txns

Insider WARRINGTON KENNETH HOWARD JR

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units ^{F2, F4}	5,094	$0.00	$0.00
Exercise	Common Stock	5,094	$0.00	$0.00
holding	Stock Options (Right to Buy) ^F1	--	--	--
holding	Restricted Stock Units ^{F2, F3}	--	--	--

Holdings After Transaction: Restricted Stock Units — 8,467 contracts (Direct); Common Stock — 32,234 shares (Direct); Stock Options (Right to Buy) — 7,462 contracts (Direct)

Footnotes (4)

F1. These options are fully vested and exercisable.
F2. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
F3. These restricted stock units vest in equal quarterly installments over three years from the grant date (September 15, 2024).
F4. These restricted stock units vested quarterly over the year following the grant date (August 27, 2025).

Key Figures

RSUs exercised: 5,094 units Common shares acquired: 5,094 shares Common stock holdings after transaction: 32,234 shares +3 more

6 metrics

RSUs exercised 5,094 units Restricted Stock Units converted into common stock on 2026-08-27

Common shares acquired 5,094 shares Common stock received from RSU exercise on 2026-08-27

Common stock holdings after transaction 32,234 shares Direct ownership of BioStem Technologies common stock following the Form 4 transaction

Stock options exercise price $1.80 per share Fully vested options to buy BioStem Technologies common stock expiring 2032-03-29

Underlying shares for stock options 7,462 shares Common shares underlying fully vested stock options expiring 2032-03-29

Underlying shares for remaining RSUs 8,467 shares Common shares underlying Restricted Stock Units vesting quarterly over three years from 2024-09-15

Key Terms

Restricted Stock Units, Stock Options (Right to Buy), contingent right, vest in equal quarterly installments

4 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.

Stock Options (Right to Buy) financial

"Stock Options (Right to Buy) with an exercise price of 1.8000"

contingent right financial

"represents a contingent right to receive one share of the issuer's common"

vest in equal quarterly installments financial

"These restricted stock units vest in equal quarterly installments over three years"

FAQ

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

What insider transaction did BSEM director Kenneth Warrington report on this Form 4?

He reported exercising 5,094 Restricted Stock Units into 5,094 shares of common stock of BioStem Technologies, Inc. on 2026-08-27, reflecting a derivative exercise/conversion rather than an open-market purchase or sale.

How many BSEM common shares does Kenneth Warrington hold after the reported transaction?

After the transaction, Kenneth Warrington directly holds 32,234 shares of common stock of BioStem Technologies, Inc., as reported in the Form 4 entry for common stock following the derivative exercise on 2026-08-27.

What happened to the 5,094 Restricted Stock Units reported for BSEM on 2026-08-27?

On 2026-08-27, 5,094 Restricted Stock Units were reported as disposed of through an exercise or conversion into 5,094 shares of BioStem Technologies common stock, with a reported per-unit price of $0.00 for the derivative line.

What stock options does Kenneth Warrington still have in BSEM after this Form 4?

He reports stock options with an exercise price of $1.80 per share, expiring on 2032-03-29, covering 7,462 underlying shares of common stock, and noted as fully vested and exercisable in the footnotes.

How many additional BSEM shares could Kenneth Warrington receive from remaining Restricted Stock Units?

He reports Restricted Stock Units representing 8,467 underlying shares of common stock. Each RSU represents a contingent right to receive one share, vesting in equal quarterly installments over three years from the September 15, 2024 grant date.

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

The filing’s Rule 10b5-1 checkbox is not checked, and there is no footnote stating that the 2026-08-27 transactions were made pursuant to a Rule 10b5-1 or other pre-arranged trading plan.

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

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Available on EDGAR 08/28/2026 - 04:15 PM EDT Accepted by SEC EDGAR 08/28/2026 - 04:15 PM EDT

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^*

WARRINGTON KENNETH HOWARD JR

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/27/2026		M		5,094	A	$0.00	32,234	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$1.8							⁽¹⁾	03/29/2032	Common Stock	7,462		7,462	D
Restricted Stock Units	⁽²⁾							⁽³⁾	⁽³⁾	Common Stock	8,467		8,467	D
Restricted Stock Units	⁽²⁾	08/27/2026		M			5,094	⁽⁴⁾	⁽⁴⁾	Common Stock	5,094	$0.00	0	D

Explanation of Responses:

1. These options are fully vested and exercisable.

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

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

4. These restricted stock units vested quarterly over the year following the grant date (August 27, 2025).

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Katherine Gorrell, Attorney-in-Fact	08/28/2026
	** 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)

Source: View Original Filing on SEC EDGAR