Provectus (PVCT): CEO Edward Pershing takes convertible note, 12,230 Series D-1 reported

Rhea-AI Filing Summary

Edward Pershing, CEO and director of Provectus Biopharmaceuticals, Inc. (PVCT), reported a securities transaction on 10/03/2025. He acquired an 8% unsecured convertible promissory note with a principal amount of $35,000 that is convertible into Series D-1 Convertible Preferred Stock at a fixed conversion price of $2.862 per share. The Note may be voluntarily converted any time while outstanding and will automatically convert into Series D-1 Preferred Stock twelve months after issuance on 10/03/2026. The filing shows 12,230 shares of Series D-1 Preferred Stock reported as beneficially owned after the transaction and a stated aggregate amount of $1,085,000 associated with that class. Each share of Series D-1 Preferred Stock is convertible into 10 shares of common stock and will automatically convert into common stock on 6/26/2026 unless earlier converted.

Insights

Corporate Governance & Insider Transactions Analyst

TL;DR: The CEO acquired a convertible note that converts to preferred then to common stock, aligning insider economics with equity.

The CEO executed an 8% unsecured convertible note for $35,000 that converts to Series D-1 Preferred at $2.862 per share and is scheduled for automatic conversion to preferred on 10/03/2026. The filing reports 12,230 Series D-1 Preferred shares beneficially owned following the transaction, with each preferred share carrying a 10-to-1 conversion into common stock.

This structure creates staged dilution: debt converts to preferred, then to common on 6/26/2026, which will increase outstanding common shares if conversion occurs. Monitor the timing of any voluntary conversions, the company’s outstanding preferred and common share counts, and any future disclosures that quantify dilution by 6/26/2026.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Pershing Edward

Role CEO

Type	Security	Shares	Price	Value
Grant/Award	8% Unsecured Convertible Promissory Note	0	$0.00	--

Holdings After Transaction: 8% Unsecured Convertible Promissory Note — 0 shares (Direct)

Footnotes (1)

1. The Reporting Person may voluntarily elect to convert the outstanding principal and interest of the 8% unsecured convertible promissory note (the "Note") at any time while the Note is outstanding into shares of Series D-1 Convertible Preferred Stock, par value $0.001 per share ("Series D-1 Preferred Stock") at a price per share equal to $2.862. The outstanding principal and interest of the Note will automatically convert 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 Note. The Note was issued pursuant to the Issuer's 2025 Financing. 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"). The Series D-1 Preferred Stock will automatically convert into Common Stock on June 26, 2026, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Preferred Stock.

Form 4 Insider Transactions: What Each Field Means →

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^*

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)
10/03/2025

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	10/03/2025		A		$35,000		10/03/2025	10/03/2026	Series D-1 Convertible Preferred Stock(1)(2)	12,230	$0	$1,085,000	D

Explanation of Responses:

1. The Reporting Person may voluntarily elect to convert the outstanding principal and interest of the 8% unsecured convertible promissory note (the "Note") at any time while the Note is outstanding into shares of Series D-1 Convertible Preferred Stock, par value $0.001 per share ("Series D-1 Preferred Stock") at a price per share equal to $2.862. The outstanding principal and interest of the Note will automatically convert 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 Note. The Note was issued pursuant to the Issuer's 2025 Financing.

2. 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"). The Series D-1 Preferred Stock will automatically convert into Common Stock on June 26, 2026, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Preferred Stock.

	/s/ Edward Pershing	10/09/2025
	** 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.

FAQ

What did PVCT insider Edward Pershing acquire on 10/03/2025?

He acquired an 8% unsecured convertible promissory note with a principal amount of $35,000 that is convertible into Series D-1 Preferred Stock at $2.862 per share.

When will the note automatically convert and into what?

The note will automatically convert into Series D-1 Convertible Preferred Stock on 10/03/2026, twelve months after issuance.

How does Series D-1 Preferred convert into common stock for PVCT?

Each Series D-1 Preferred share converts into 10 shares of common stock and will automatically convert into common on 6/26/2026 unless converted earlier.

How many Series D-1 Preferred shares does the filing report after the transaction?

The filing reports 12,230 shares of Series D-1 Convertible Preferred Stock beneficially owned following the reported transaction.

What ownership roles does Edward Pershing hold at PVCT?

He is reported as both a Director and the CEO of Provectus Biopharmaceuticals, Inc.