Edward Pershing Converts 2024 Note to Preferred, Equivalent to 660,520 Common Shares

Rhea-AI Filing Summary

Edward Pershing, CEO and Director of Provectus Biopharmaceuticals (PVCT), converted an 8% unsecured convertible promissory note issued under the company's 2024 financing into preferred and common shares. The $175,000 2024 Note converted on 09/30/2025 into 66,052 shares of Series D-1 Convertible Preferred Stock at a conversion price of $2.862 per share. Each Series D-1 share is convertible into 10 shares of common stock, producing 660,520 common shares underlying the preferred shares. The filing shows 2,484,499 shares of common stock beneficially owned following the reported transactions. The Series D-1 automatically converts into common stock on 06/20/2026 unless earlier converted under its terms.

Insights

Securities Analyst

TL;DR: Insider converted a $175,000 note into preferred stock that represents 660,520 common-share equivalents, modestly increasing equity exposure.

The conversion of the 8% unsecured promissory note into 66,052 Series D-1 preferred shares (10-for-1 common conversion) is a capital-structure event that replaces a debt instrument with equity-linked securities. The filing explicitly states conversion price ($2.862) and automatic conversion date (06/20/2026). For investors, this changes the composition of insider holdings but does not, by itself, disclose cash proceeds, dilution magnitude relative to total shares outstanding, or changes to control. Impact appears informational and routine based on disclosed facts.

Corporate Governance Expert

TL;DR: CEO/Director executed a contractual conversion; disclosure is compliant and clarifies post-transaction beneficial ownership.

The Form 4 reports the required details: reporting person identity, relationship (CEO and Director), transaction date (09/30/2025), instrument converted, conversion terms, and resulting beneficial ownership counts. The filing notes the Series D-1 auto-conversion provision and the original voluntary conversion right. This provides transparency on insider holdings and potential future common shares upon automatic conversion, but the document contains no further governance actions or amendments.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Pershing Edward

(Last) (First) (Middle)

800 S. GAY STREET,

SUITE 1610

(Street)

KNOXVILLE TN 37929

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PROVECTUS BIOPHARMACEUTICALS, INC. [ PVCT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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
8% Unsecured Convertible Promissory Note	$2.862	09/30/2025		M			$175,000	09/30/2024	09/30/2025	Series D-1 Convertible Preferred Stock(3)(4)	66,052	$0	$1,050,000	D
Series D-1 Convertible Preferred Stock	(1)	09/30/2025		M		66,052		09/30/2025	(2)	Common Stock	660,520	$0	2,484,499	D

Explanation of Responses:

1. 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").

2. The Series D-1 Convertible Preferred Stock will automatically convert into Common Stock on June 20, 2026, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Convertible Preferred Stock.

3. The Reporting Person could have voluntarily elected to convert the outstanding principal and interest of the 8% unsecured convertible promissory note (the "2024 Note") at any time while the 2024 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 2024 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 2024 Note. The 2024 Note was issued pursuant to the Issuer's 2024 Financing.

4. On September 30, 2025, the 2024 Note was converted into 66,052 shares of Series D-1 Preferred Stock.

	/s/ Edward Pershing	09/30/2025
	** Signature of Reporting Person	Date
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FAQ

What did PVCT insider Edward Pershing do on 09/30/2025?

The CEO converted a $175,000 8% unsecured convertible promissory note into 66,052 shares of Series D-1 Convertible Preferred Stock on 09/30/2025 at $2.862 per share.

How many common shares result from the conversion of Series D-1 preferred stock?

Each Series D-1 Preferred share converts into 10 shares of common stock, so 66,052 Series D-1 shares equal 660,520 common-share equivalents.

When will the Series D-1 preferred stock automatically convert to common stock?

The Series D-1 Convertible Preferred Stock will automatically convert into common stock on 06/20/2026 unless earlier converted under its terms.

What is Edward Pershing's beneficial ownership after the transactions reported?

The Form 4 reports 2,484,499 shares of common stock beneficially owned following the reported transactions.

What conversion price was used for the 2024 Note?

The note converted into Series D-1 Preferred Stock at a price per share of $2.862.