Serina (SER) director converts preferred into common and buys more stock
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Serina Therapeutics director Jay Venkatesan reported multiple equity-related transactions. A trust associated with him, The Jay Venkatesan Legacy Trust, acquired 224,152 shares of common stock on mandatory conversion of 96,525 shares of Series A Convertible Preferred Stock at an adjusted conversion price of $2.25 per share, including 1,930 shares issued for accrued dividends. Following this, the trust held 231,705 common shares indirectly. Venkatesan also received a grant of 15,250 stock options with a $1.98 exercise price expiring in 2036, which will vest around the next annual meeting, and he bought 589 common shares in an open‑market transaction at $1.78 per share. A footnote notes an earlier administrative error that misclassified certain holdings between direct and indirect ownership.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 589 shares ($1,048)
Net Buy
4 txns
Insider
Venkatesan Jay
Role
null
Bought
589 shs ($1K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Stock Option (right to buy) | 15,250 | $0.00 | -- |
| Conversion | Series A Convertible Preferred Stock | 96,525 | $2.25 | $217K |
| Conversion | Common Stock | 224,152 | $2.25 | $504K |
| Purchase | Common Stock | 589 | $1.78 | $1K |
Holdings After Transaction:
Stock Option (right to buy) — 15,250 shares (Direct, null);
Series A Convertible Preferred Stock — 0 shares (Indirect, The Jay Venkatesan Legacy Trust);
Common Stock — 231,705 shares (Indirect, The Jay Venkatesan Legacy Trust);
Common Stock — 589 shares (Direct, null)
Footnotes (1)
- The share ownership amount has been adjusted to correct an administrative error in a prior Form 4 filed by the Reporting Person, which inadvertently reported 7,553 shares as direct ownership, rather than indirect ownership. Shares reflect the mandatory conversion at an adjusted Conversion Price of $2.25 of the Company's Series A Convertible Prefered Stock ("Series A Preferred") issued in connection with the April 2025 Private Placement. The Reporting Person was originally issued 96,525 shares of Series A Preferred that were converted into 222,222 shares of Common Stock and 1,930 shares that were issued for payment of accrued dividends. Shares were issued upon receipt of stockholder approval, which approval was obtained on June 17, 2026, thereby triggering the automatic conversion of the Series A Preferred into common stock. The stock options will vest on the earlier of (i) the day before the next Annual Meeting or (ii) the one-year anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates. The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date.
Key Figures
Common shares from conversion: 224,152 shares
Series A Preferred converted: 96,525 shares
Adjusted conversion price: $2.25/share
+5 more
8 metrics
Common shares from conversion
224,152 shares
Mandatory conversion of Series A Preferred into common on June 17, 2026
Series A Preferred converted
96,525 shares
Original Series A Convertible Preferred issued in April 2025 Private Placement
Adjusted conversion price
$2.25/share
Conversion price used for mandatory conversion into common stock
Shares for accrued dividends
1,930 shares
Common shares issued as payment of accrued dividends on Series A Preferred
Indirect common holding
231,705 shares
Common stock held indirectly by The Jay Venkatesan Legacy Trust after conversion
Stock options granted
15,250 options
Options to buy common stock at $1.98, expiring June 17, 2036
Option exercise price
$1.98/share
Exercise price of stock options granted to Jay Venkatesan
Open-market purchase
589 shares at $1.78/share
Direct purchase of common stock on May 22, 2026
Key Terms
Series A Convertible Preferred Stock, mandatory conversion, Private Placement, accrued dividends, +2 more
6 terms
Series A Convertible Preferred Stock financial
"Shares reflect the mandatory conversion at an adjusted Conversion Price of $2.25 of the Company's Series A Convertible Prefered Stock"
Series A convertible preferred stock is a class of shares sold in an early funding round that gives investors a mix of protection and upside: it pays a priority claim over common shares if the company is sold or closes, but can be converted into ordinary shares to share in future growth. Think of it like a hybrid between a safer stake and a ticket to ownership; it matters to investors because it affects who controls the company, how future gains are split, and how much their investment is protected from downside.
mandatory conversion financial
"Shares reflect the mandatory conversion at an adjusted Conversion Price of $2.25"
Mandatory conversion is a rule that forces certain convertible securities—like bonds or preferred shares—to be turned into common stock when specific conditions are met (for example, a date arrives or a price target is hit). For investors this matters because it increases the number of shares outstanding and can dilute existing ownership, shifting value from fixed-income holders into equity holders and changing a company’s risk and return profile, much like an automatic trade that swaps a guaranteed payment for an ownership stake.
Private Placement financial
"Series A Preferred issued in connection with the April 2025 Private Placement"
A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.
accrued dividends financial
"1,930 shares that were issued for payment of accrued dividends"
Accrued dividends are payments a company owes to shareholders that have been earned or officially declared but not yet paid; think of them as an IOU the company has for past dividend obligations. They matter to investors because they represent a near-term claim on a company’s cash, affect the company’s reported liabilities and value, and can be especially important when assessing income reliability or priority in a payout situation.
stock options financial
"The stock options will vest on the earlier of (i) the day before the next Annual Meeting"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
perpetual financial
"The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date"
Perpetual describes a financial instrument or obligation that has no fixed end date and can continue indefinitely unless the issuer chooses to end it. For investors, that means there is no scheduled return of principal, so value depends on ongoing payments, issuer stability and market interest rates—similar to receiving rent from a property with no set sale date. Perpetual instruments often pay higher yields to compensate for that open-ended risk.
FAQ
What did Serina Therapeutics (SER) director Jay Venkatesan report in this Form 4?
He reported several equity transactions, including a mandatory conversion of preferred stock into common shares, a new stock option grant, and a small open-market purchase, all of which increase his overall economic exposure to Serina Therapeutics.
What stock options did Jay Venkatesan receive from Serina Therapeutics (SER)?
He received 15,250 stock options to buy Serina common stock at an exercise price of $1.98 per share. These options expire on June 17, 2036 and vest around the next annual meeting, subject to his continued service to the company.
What is the indirect Serina Therapeutics (SER) holding after the conversion?
After the mandatory conversion, The Jay Venkatesan Legacy Trust held 231,705 shares of Serina common stock indirectly. This figure reflects the updated ownership following the conversion of Series A Preferred shares into common equity.
Was there any correction to prior Serina Therapeutics (SER) ownership reporting?
A footnote explains that earlier reporting mistakenly showed 7,553 shares as directly owned rather than indirectly owned. The share ownership classification has been corrected so that these shares are now properly reflected as indirect holdings through the related trust.