FRISSORA MARK P 4

What Happened

• Mark P. Frissora, a director of BIOADAPTIVES, Inc. (BDPT), was issued 4,717 shares of Series D Convertible Preferred Stock on 2026-06-01. The shares were issued as compensation (transaction reported at $0.00) and are reported as a derivative acquisition (Form 4 code J).

Key Details

• Transaction date: 2026-06-01; Form 4 filed: 2026-06-03 (appears timely).
• Amount: 4,717 shares of Series D Convertible Preferred Stock, price reported $0.00 (compensation grant).
• Conversion: Each Series D preferred is convertible into 100 shares of common stock (i.e., 4,717 preferred → up to 471,700 common), subject to a 4.9% beneficial-ownership limitation.
• Conversion restrictions: No conversion may occur until six months after issuance except in a liquidation event; conversion right does not expire. Each preferred share carries 100 votes at stockholder meetings.
• Shares owned after transaction: not disclosed in the filing.
• Transaction code: J — Other acquisition/disposition (derivative issuance). Footnote F1 confirms the shares were issued as board-service compensation per a February 3, 2025 Board Agreement.

Context

• This was a non-cash compensation grant of convertible preferred shares to a director, not an open-market purchase or sale. The securities are derivatives (convertible preferred) with a multi-month conversion lock and an ownership cap, meaning immediate conversion into common shares is restricted and may be limited by the 4.9% threshold. Such grants compensate service and can affect potential voting power and future dilution if converted.