Provectus (PVCT) CEO gets 8% note tied to Series D-1 stock
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Provectus Biopharmaceuticals CEO Edward Pershing reported receiving an 8% unsecured convertible promissory note. This derivative security allows him to convert the note’s outstanding principal and interest into shares of Series D-1 Convertible Preferred Stock at a price of $2.862 per share at any time while the note is outstanding.
The footnotes state that, twelve months after the note’s issue date, the outstanding principal and interest will automatically convert into Series D-1 Preferred Stock at the same $2.862 conversion price. Each Series D-1 Preferred share is then convertible into 10 shares of Provectus common stock and will automatically convert into common stock on December 31, 2028, unless converted earlier under its terms.
Positive
- None.
Negative
- None.
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)
- 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 December 31, 2028, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Preferred Stock.
FAQ
What insider transaction did PVCT CEO Edward Pershing report on this Form 4?
Edward Pershing reported acquiring an 8% unsecured convertible promissory note. This derivative security can be turned into Series D-1 Convertible Preferred Stock and ultimately into Provectus common shares under specified conversion terms and timeline.
How can the 8% unsecured convertible note for PVCT be converted?
The note’s outstanding principal and interest may be voluntarily converted into Series D-1 Convertible Preferred Stock at $2.862 per share. Additionally, it will automatically convert into Series D-1 Preferred twelve months after the note’s issue date at the same $2.862 price.
What is the relationship between PVCT Series D-1 Preferred Stock and common stock?
Each share of Series D-1 Convertible Preferred Stock is convertible into 10 shares of Provectus common stock. This preferred stock will automatically convert into common shares on December 31, 2028, unless it is converted earlier in line with its governing terms.
When will the PVCT 8% convertible note automatically convert into preferred stock?
According to the disclosure, the outstanding principal and interest of the 8% unsecured convertible note automatically convert into Series D-1 Convertible Preferred Stock twelve months after the note’s issue date, using a conversion price of $2.862 per preferred share.
What automatic conversion date applies to PVCT’s Series D-1 Preferred Stock?
The Series D-1 Convertible Preferred Stock automatically converts into Provectus common stock on December 31, 2028. It may also be converted into common stock earlier, following the terms in its Certificate of Designation as described in the disclosure.