AI brief of an SEC Form 8-K · BioStem Technologies, Inc. (BSEM)

BioStem Technologies prices $3 million private placement; BioTissue payment overdue

Negative Impact 4 of 5 financing Written later

On September 29, 2026, BioStem Technologies agreed to sell 735,296 shares at $4.08 per share, with Series A and Series B warrants, for approximately $3.0 million in gross proceeds before fees; the deal closed September 30, 2026. The filing also says a $10.0 million Clearance Payment owed to BioTissue, due by September 15, 2026, has not been made, and the company is in ongoing talks about its timing and terms. Shareholders face potential dilution from the new shares and warrants, along with an unpaid obligation.

Key points

  • 735,296 shares at $4.08 per share, plus Series A and Series B warrants each for up to 735,296 shares at a $3.83 exercise price
  • Gross proceeds of approximately $3.0 million before placement agent fees; H.C. Wainwright received a cash fee of 7.0% of gross proceeds
  • Private placement closed September 30, 2026; resale registration statement due within 30 calendar days of the registration rights agreement
  • $10.0 million Clearance Payment to BioTissue was due by September 15, 2026 and had not been paid as of the filing date

The filing

CompanyBioStem Technologies, Inc. (BSEM)
Form8-K, current report
Filed with the SECSep 30, 2026, 4:48 PM ET
Accession number0001193125-26-409169

Items reported: 1.01 Material Definitive Agreement3.02 Unregistered Equity Sale7.01 Regulation FD Disclosure8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 8:53 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on September 30, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.