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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
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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).
  
 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*
FORTUNATO MICHAEL A
(Last) (First) (Middle)
C/O BIOSTEM TECHNOLOGIES, INC.
2836 CENTER PORT CIRCLE
(Street)
POMPANO BEACH FL 33064
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BioStem Technologies, Inc. [ BSEM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/09/2026
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
Common Stock 08/09/2026 M 970 A $0.00 64,430 D
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
Stock Options (Right to Buy) $1.07 (1) 08/16/2027 Common Stock 200,000 200,000 D
Stock Options (Right to Buy) $2.99 (2) 01/04/2033 Common Stock 100,000 100,000 D
Stock Options (Right to Buy) $15.11 (3) 05/09/2035 Common Stock 11,582 11,582 D
Stock Options (Right to Buy) $15.11 (4) 10/13/2035 Common Stock 2,340 2,340 D
Stock Options (Right to Buy) $5.5 (5) 02/11/2036 Common Stock 38,546 38,546 D
Restricted Stock Units (6) (7) (7) Common Stock 21,175 21,175 D
Restricted Stock Units (6) 08/09/2026 M 970 (8) (8) Common Stock 970 $0.00 6,790 D
Restricted Stock Units (6) (9) (9) Common Stock 31,818 31,818 D
Explanation of Responses:
1. These options are fully vested and exercisable.
2. These options vest according to the following schedule: 25% vested on January 4, 2024, with the remaining options vesting in equal monthly installments over the subsequent three year period.
3. These options vest with the following schedule: 33% vested on May 9, 2026, with the remaining options vesting in equal quarterly installment over the subsequent two year period.
4. These option vest with the following schedule: 33% will vest on October 13, 2026, the one year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
5. These options vest with the following schedule: 33% will vest on February 11, 2027, the one year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.
6. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
7. These restricted stock units vest in equal quarterly installments over three years from the grant date (September 15, 2024).
8. These restricted stock units vest according to the following schedule: 33% vested on May 9, 2026, with the remaining units vesting in equal quarterly installments over the subsequent two year period. Due to an administrative error, the vesting of the restricted stock units was not timely reported on a Form 4 within two business day of the applicable transaction date.
9. These restricted stock units vest according to the following schedule: 33% vest on February 11, 2027, the one year anniversary of the grant date, with the remaining units vesting in equal quarterly installments over the subsequent two year period.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Katherine Gorrell, Attorney-in-Fact 08/20/2026
** 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.
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