Purebase CEO converts note into 50.3M PUBC shares

Purebase Corp director and CEO A. Scott Dockter reported significant equity-related changes involving CoreTer, LLC, an entity he owns and manages.

Rhea-AI Filing Summary

Purebase Corp director and CEO A. Scott Dockter reported significant equity-related changes involving CoreTer, LLC, an entity he owns and manages. On May 8, 2026, a convertible note with principal of $1,000,000 and a conversion price of $0.0200 per share was fully converted into 50,311,184 shares of Purebase common stock held indirectly "By company".

In a related restructuring, 22,526,655 additional shares of common stock at $0.0200 per share were issued to CoreTer under a Line of Credit dated February 27, 2026 and its related convertible promissory note, and as reimbursement for $453,957.14 in expenses paid on Purebase’s behalf. Following these transactions, Dockter’s indirect holdings through the company totaled 72,837,839 shares, alongside 36,643,795 shares held directly, highlighting a substantial equity position built primarily via debt conversion and expense reimbursement rather than open-market buying or selling.

Insights

Capital structure and governance analyst

Debt-to-equity conversion and expense reimbursement expand insider equity stake.

The filing shows a $1,000,000 convertible note converted at $0.0200 into 50,311,184 shares, plus 22,526,655 shares issued to CoreTer for a Line of Credit and reimbursed expenses of $453,957.14. These are non-market, contractual issuances.

After these steps, A. Scott Dockter reports 72,837,839 shares indirectly and 36,643,795 shares directly. This meaningfully concentrates equity with an entity he owns and manages, potentially affecting control dynamics. The transactions also remove a convertible liability, but the economic impact depends on Purebase’s broader capital base and future disclosures.

Insider Trade Summary

1 shares exercised/converted

Exercise 4 txns

Insider Dockter A Scott

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Conversion	Convertible Note	1	$1,000,000.00	$1.00M
Other	Common stock	22,526,655	$0.02	$451K
Conversion	Common stock	50,311,184	$0.02	$1.01M
holding	Common stock	--	--	--

Holdings After Transaction: Convertible Note — 0 contracts (Indirect, By company); Common stock — 72,837,839 shares (Indirect, By company); Common stock — 36,643,795 shares (Direct)

Footnotes (3)

1. F1. Represents shares issued to CoreTer, LLC ("CoreTer") as reimbursement for payment of $453,957.14 in expenses on behalf of the Issuer.
2. F2. The reporting person is the owner and manager of CoreTer.
3. F3. Represents shares issued to CoreTer pursuant to the terms a Line of Credit, dated February 27, 2026, between the Issuer and CoreTer and related convertible promissory note.

Key Figures

Convertible note principal: $1,000,000 note Conversion price: $0.0200 per share Shares from note conversion: 50,311,184 shares +4 more

7 metrics

Convertible note principal $1,000,000 note Converted on May 8, 2026 into common stock

Conversion price $0.0200 per share Price for converting note into Purebase common stock

Shares from note conversion 50,311,184 shares Common stock received via derivative conversion

Additional shares to CoreTer 22,526,655 shares Issued under Line of Credit and related note

Reimbursed expenses $453,957.14 Expenses paid by CoreTer on issuer’s behalf

Indirect holdings after transactions 72,837,839 shares Common stock held indirectly "By company"

Direct holdings after transactions 36,643,795 shares Common stock held directly by reporting person

Key Terms

Convertible Note, derivative conversion, Line of Credit, indirect ownership, +1 more

5 terms

Convertible Note financial

"security_title: "Convertible Note" with a conversion price of 0.0200"

A convertible note is a type of loan that a company gets from investors, which can later be turned into company shares instead of being paid back in cash. It matters because it helps startups raise money quickly without setting a fixed value for the company right away, making it easier to grow and attract investors.

derivative conversion financial

"transaction_action: "derivative conversion" for conversion of derivative security"

Line of Credit financial

"issued to CoreTer pursuant to the terms a Line of Credit, dated February 27, 2026"

A line of credit is a flexible borrowing arrangement that lets a company draw money up to a preset limit, repay it, and borrow again as needed—similar to a business credit card or an emergency tap on a savings account. It matters to investors because it shows how a firm manages short-term cash needs and growth funding without taking a single large loan; access, cost, and attached conditions can affect liquidity, interest expenses and financial risk.

indirect ownership financial

"direct_or_indirect: "I" and nature_of_ownership: "By company""

CoreTer, LLC financial

"Represents shares issued to CoreTer, LLC ("CoreTer") as reimbursement for payment of expenses"

FAQ

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

What insider transactions did Purebase Corp (PUBC) report for A. Scott Dockter?

Purebase reported a conversion of a $1,000,000 convertible note into 50,311,184 common shares at $0.0200, plus issuance of 22,526,655 shares tied to a Line of Credit and reimbursed expenses handled through CoreTer, LLC.

How many Purebase (PUBC) shares did the convertible note generate?

The convertible note conversion generated 50,311,184 shares of Purebase common stock. The note had a principal value of $1,000,000 and a conversion price of $0.0200 per share, and the resulting shares are reported as indirectly owned "By company" through CoreTer, LLC.

What is CoreTer, LLC’s role in the Purebase (PUBC) Form 4 filing?

CoreTer, LLC received Purebase shares in two ways: as reimbursement for $453,957.14 of expenses paid on Purebase’s behalf and under a Line of Credit and related convertible promissory note. A. Scott Dockter is disclosed as CoreTer’s owner and manager.

How many Purebase (PUBC) shares does A. Scott Dockter hold after these transactions?

After the reported transactions, A. Scott Dockter holds 36,643,795 shares of Purebase common stock directly and 72,837,839 shares indirectly through an entity described as "By company". These figures reflect the impact of the note conversion and related share issuances.

Were Purebase (PUBC) shares bought or sold on the open market in this Form 4?

No open-market purchases or sales are reported. The key events are a derivative conversion of a convertible note into common stock and other share issuances to CoreTer, LLC for a Line of Credit and reimbursed expenses, rather than market trades.

What expenses were reimbursed with Purebase (PUBC) shares in this filing?

Shares were issued to CoreTer, LLC as reimbursement for $453,957.14 in expenses paid on Purebase’s behalf. This reimbursement was satisfied in stock rather than cash and is described alongside the Line of Credit and related convertible promissory note.

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

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Accepted by SEC EDGAR 05/19/2026 - 07:21 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^*

Dockter A Scott

(Last) (First) (Middle)

14110 RIDGE ROAD

(Street)

SUTTER CREEK CALIFORNIA 95685

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Purebase Corp [ PUBC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026

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	05/08/2026		J(1)		22,526,655	A	$0.02	22,526,655(2)	I	By company(2)
Common stock	05/08/2026		C(3)		50,311,184	A	$0.02	72,837,839	I	By company(2)
Common stock								36,643,795	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
Convertible Note	$0.02	05/08/2026		C			1	02/27/2027	02/27/2027	Common Stock	50,311,184	$1,000,000	0	I	By company(2)

Explanation of Responses:

1. Represents shares issued to CoreTer, LLC ("CoreTer") as reimbursement for payment of $453,957.14 in expenses on behalf of the Issuer.

2. The reporting person is the owner and manager of CoreTer.

3. Represents shares issued to CoreTer pursuant to the terms a Line of Credit, dated February 27, 2026, between the Issuer and CoreTer and related convertible promissory note.

	/s/ A. Scott Dockter	05/19/2026
	** 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)