Form 4 for BGMS Bio Green Med Solution, Inc.
Accepted 2025-02-28 00:00:00 ET · period of report 2025-02-26 · accession 0000921895-25-000651 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2025-02-28 | 2025-02-26 | BGMS | Lazar David E. | Interim CEO, 10% | S - Sale+OE | $0.03 | -194.63M | 0 | -100% | -$5.84M |
| DM | 2025-02-28 | 2025-02-26 | BGMS | Lazar David E. | Interim CEO, 10% | M - OptEx | — | +194.63M | 194.63M | New | — |
| DM | 2025-02-28 | 2025-02-26 | BGMS | Lazar David E. | Interim CEO, 10% | M - OptEx | — | -2.75M | 354.7K | -89% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2025-02-26 | S | D | 194,628,820 | $0.03 | 0 | D | — | — | (F5) On February 26, 2025, the Reporting Person sold 194,628,820 shares of Common Stock in a private transaction for total consideration of $5,500,000. |
| 2 | Common | Common Stock | 2025-02-26 | M | A | 2,650,000 | — | 2,650,000 | D | — | — | (F1) These shares represent the conversion of 1,000,000 shares of the Series C Convertible Preferred Stock (the "Series C Preferred Stock") of Cyclacel Pharmaceuticals, Inc. (the "Company") owned by the Reporting Person into shares of the Company's common stock, par value $0.001 per share (the "Common Stock"). (F2) The shares of Series C Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. |
| 3 | Common | Common Stock | 2025-02-26 | M | A | 191,978,820 | — | 194,628,820 | D | — | — | (F3) These shares represent the conversion of 1,745,262 shares of the Company's Series D Convertible Preferred Stock (the "Series D Preferred Stock") owned by the Reporting Person into shares of Common Stock of the Company. (F4) The shares of Series D Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. |
| 4 | Derivative | Series C Convertible Preferred Stock | 2025-02-26 | M | D | 1,000,000 | — | 0 | D | — · — to — | 2,650,000 Common Stock | (F7) At a closing on January 6, 2025, the Reporting Person acquired 1,000,000 shares of Series C Preferred Stock from the Company for a total purchase price of $1,000,000. Each share of Series C Preferred Stock is convertible into 2.65 shares of the Company's Common Stock at any time. (F2) The shares of Series C Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. (F6) The Series C Preferred Stock is exercisable immediately upon issuance, is perpetual and has no expiration date. |
| 5 | Derivative | Series D Convertible Preferred Stock | 2025-02-26 | M | D | 1,745,262 | — | 354,738 | D | — · — to — | 191,978,820 Common Stock | (F9) At a closing on February 6, 2025, the Reporting Person acquired 2,100,000 shares of Series D Preferred Stock from the Company for a total purchase price of $2,100,000. Each share of Series D Preferred Stock is convertible into 110 shares of the Company's Common Stock at any time. (F4) The shares of Series D Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. (F8) The Series D Preferred Stock is exercisable immediately upon issuance, is perpetual and has no expiration date. |