[Form 3] BioSig Technologies, Inc. Initial Statement of Beneficial Ownership
The filing is an initial Form 3 by Frank Giustra reporting indirect beneficial ownership in Streamex Corp. (STEX). Mr. Giustra beneficially holds 17,193,640 Exchangeable Shares that are exchangeable into Common Stock of the issuer. Approximately 5.01% of the Exchangeable Shares are currently exchangeable into Common Stock, with the remaining Exchangeable Shares becoming exchangeable upon a pending stockholder approval expected within 60 days. Nasdaq rules limit exchanges to 19.9% of outstanding Common Stock until stockholder approval is obtained.
- Transparent disclosure of insider holdings by a director via Form 3
- Precise quantification of the exchangeable position: 17,193,640 Exchangeable Shares
- Clear statement that only ~5.01% of Exchangeable Shares are currently exchangeable absent stockholder approval
- Potential dilution if remaining Exchangeable Shares are approved for conversion into Common Stock
- Conversion constraint due to Nasdaq rule limiting exchanges to 19.9% of outstanding Common Stock until shareholder approval
Insights
TL;DR: Director discloses sizable indirect stake via exchangeable shares; shareholder approval and Nasdaq limits constrain immediate conversion.
This Form 3 shows a director-level insider holding exchangeable shares rather than direct common stock, creating a two-step ownership that depends on internal and shareholder approvals. The filing clarifies that ~5.01% of the Exchangeable Shares can currently convert and that further conversion is subject to a shareholder vote and a Nasdaq-imposed 19.9% cap. For governance, that means potential future dilution and voting-power shifts are contingent on the upcoming approval process documented in the filing.
TL;DR: Initial insider disclosure of 17.19M exchangeable shares is neutral but notable for potential future share issuance.
From a securities perspective, the report is a routine Section 16 disclosure but highlights a non-standard instrument: Exchangeable Shares held indirectly through controlled entities and a trust. The filing specifies the absence of an expiration date for the Exchangeable Shares and quantifies holdings precisely, which informs capitalization and potential future supply of common shares pending the disclosed shareholder approval.