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Provectus Biopharma (PVCT) CEO converts 2025 note to Series D-1 stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Provectus Biopharmaceuticals CEO Edward Pershing reported a debt-for-equity conversion tied to prior financing. On January 16, 2026, an 8% unsecured convertible promissory note with $100,000 of outstanding principal and interest converted into 37,744 shares of Series D-1 Convertible Preferred Stock at $2.862 per share under the issuer's 2025 Financing. Each share of this preferred stock is convertible into 10 shares of common stock, and the Series D-1 Convertible Preferred Stock will automatically convert into common stock on June 20, 2026, unless converted earlier under its terms. Following this transaction, Pershing directly beneficially owned 2,541,123 derivative securities as reported in the Form 4.

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Negative

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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)
01/16/2026
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 01/16/2026 M $100,000 01/16/2025 01/16/2026 Series D-1 Convertible Preferred Stock(3)(4) 37,744 $0 $1,365,000 D
Series D-1 Convertible Preferred Stock (1) 01/16/2026 M 37,744 01/16/2026 (2) Common Stock 377,440 $0 2,541,123 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 "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.
4. On January 16, 2026, the 2025 Note was converted into 37,744 shares of Series D-1 Preferred Stock.
/s/ Edward Pershing 01/16/2026
** 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.

FAQ

What insider transaction did PVCT CEO Edward Pershing report?

Edward Pershing reported that on January 16, 2026, an 8% unsecured convertible promissory note converted into 37,744 shares of Series D-1 Convertible Preferred Stock at $2.862 per share.

What were the terms of the 8% unsecured convertible promissory note in PVCT?

The 8% unsecured convertible promissory note (the "2025 Note") had $100,000 of outstanding principal and interest that could be converted into Series D-1 Convertible Preferred Stock at $2.862 per share and automatically converted twelve months after its issue date under the 2025 Financing.

How is PVCT’s Series D-1 Convertible Preferred Stock structured?

Each share of Series D-1 Convertible Preferred Stock is convertible into 10 shares of common stock, par value $0.001 per share, according to the filing footnotes.

When will PVCT’s Series D-1 Convertible Preferred Stock automatically convert?

The Series D-1 Convertible Preferred Stock will automatically convert into common stock on June 20, 2026, unless it is converted earlier under the terms of its Certificate of Designation.

How many derivative securities did Edward Pershing own after the reported PVCT transaction?

After the conversion of the 2025 Note into preferred stock, Edward Pershing beneficially owned 2,541,123 derivative securities directly, as reported in the Form 4.

What is the relationship of Edward Pershing to Provectus Biopharmaceuticals (PVCT)?

Edward Pershing is reported as both a Director and an Officer of Provectus Biopharmaceuticals, Inc., serving as CEO.

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Biotechnology
Healthcare
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United States
Knoxville