PVCT (PVCT) CEO Pershing converts 8% note into Series D-1 and 226,510 shares
Rhea-AI Filing Summary
PROVECTUS BIOPHARMACEUTICALS, INC. CEO Edward Pershing reported a non-market transaction that increases his common stock position through derivative conversions. An 8% unsecured convertible promissory note was converted into 22,651 shares of Series D-1 Convertible Preferred Stock at a price of $2.862 per preferred share, as described in the financing terms. Each preferred share is convertible into 10 shares of common stock, resulting in 226,510 common shares underlying this conversion. Following these exercises and conversions, Pershing directly holds 2,815,760 shares of common stock, reflecting a larger equity stake obtained through previously agreed financing and conversion features rather than open-market purchases.
Positive
- None.
Negative
- None.
Insider Trade Summary
22,651 shares exercised/converted
Exercise
2 txns
Insider
Pershing Edward
Role
CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | 8% Unsecured Convertible Promissory Note | 0 | $0.00 | $0.00 |
| Exercise | Series D-1 Convertible Preferred Stock | 22,651 | $0.00 | $0.00 |
Holdings After Transaction:
8% Unsecured Convertible Promissory Note — 0 shares (Direct);
Series D-1 Convertible Preferred Stock — 2,815,760 shares (Direct)
Footnotes (4)
- F1. Each share of Series D-1 Preferred Stock is convertible into 10 shares of the Issuer's common stock, par value $0.001 per share ("Common Stock").
- F2. The Series D-1 Convertible Preferred Stock will automatically convert into Common Stock on December 31, 2028, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Convertible Preferred Stock.
- F3. The Reporting Person could have voluntarily elected to convert the outstanding principal and interest of the 8% unsecured convertible promissory note (the "2025 Note") at any time while the 2025 Note was outstanding into shares of Series D-1 Convertible Preferred Stock at a price per share equal to $2.862. The outstanding principal and interest of the 2025 Note automatically converted into shares of Series D-1 Preferred Stock at a price per share equal to $2.862 on the date which is twelve months after the issue date of the 2025 Note. The 2025 Note was issued pursuant to the Issuer's 2025 Financing.
- F4. On May 15, 2026, the 2025 Note was converted into 22,651 shares of Series D-1 Preferred Stock.
Key Figures
Common shares acquired via conversion: 226,510 shares
Series D-1 preferred shares from note: 22,651 shares
Post-transaction common holdings: 2,815,760 shares
+3 more
6 metrics
Common shares acquired via conversion
226,510 shares
Underlying common stock from Series D-1 preferred conversion
Series D-1 preferred shares from note
22,651 shares
Converted from 8% unsecured convertible promissory note
Post-transaction common holdings
2,815,760 shares
Common stock directly owned after conversions
Preferred-to-common conversion ratio
10 common per 1 preferred
Series D-1 Convertible Preferred Stock terms
Note conversion price into preferred
$2.862 per share
Price per Series D-1 preferred share on note conversion
Note interest rate
8%
8% unsecured convertible promissory note
Key Terms
Series D-1 Convertible Preferred Stock, 8% unsecured convertible promissory note, convertible, Certificate of Designation, +1 more
5 terms
Series D-1 Convertible Preferred Stock financial
"Each share of Series D-1 Preferred Stock is convertible into 10 shares of the Issuer's common stock"
8% unsecured convertible promissory note financial
"The Reporting Person could have voluntarily elected to convert the outstanding principal and interest of the 8% unsecured convertible promissory note"
convertible financial
"could have voluntarily elected to convert the outstanding principal and interest of the 8% unsecured convertible promissory note"
A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.
Certificate of Designation regulatory
"in accordance with the terms of the Certificate of Designation for the Series D-1 Convertible Preferred Stock"
A certificate of designation is a formal document that spells out the specific rights and rules attached to a particular class or series of stock, usually preferred shares. Think of it as a rulebook or menu that lists dividend terms, liquidation priority, conversion or redemption rights and any special voting protections; investors use it to judge how much income, control or downside protection those shares will provide compared with other securities.
2025 Financing financial
"The 2025 Note was issued pursuant to the Issuer's 2025 Financing"
FAQ
What did PVCT CEO Edward Pershing report in this Form 4 filing?
Edward Pershing reported derivative conversions that increased his equity in Provectus Biopharmaceuticals (PVCT). An 8% unsecured convertible promissory note converted into Series D-1 preferred stock, which is convertible into common shares, expanding his direct common stock holdings.
What is Edward Pershing’s total Provectus (PVCT) common stock ownership after the transactions?
After the reported conversions, Edward Pershing directly holds 2,815,760 shares of Provectus common stock. This total includes the additional common shares obtained through exercising and converting derivative securities described in the Form 4 filing.
What are the key terms of the 8% unsecured convertible promissory note in the PVCT filing?
The 8% unsecured convertible promissory note could be converted into Series D-1 preferred shares at $2.862 per share. The filing states that on conversion, the note produced 22,651 Series D-1 preferred shares under the issuer’s 2025 financing terms.
How does the Series D-1 Convertible Preferred Stock convert into PVCT common stock?
Each share of Series D-1 preferred stock is convertible into 10 common shares of Provectus. The preferred shares will automatically convert into common stock on December 31, 2028, unless converted earlier under the certificate of designation terms.
Was the PVCT CEO’s transaction an open-market buy or a derivative conversion?
The reported activity is a derivative exercise and conversion, not an open-market purchase. The 8% unsecured convertible promissory note and Series D-1 preferred shares converted into common stock according to pre-defined financing and conversion terms.
AI-generated analysis. How Rhea-AI works. Not financial advice.
