Bailey Gregory 4
4 · Serina Therapeutics, Inc. · Filed Jun 22, 2026
Research Summary
AI-generated summary of this filing
Serina (SER) Director Bailey Gregory Acquires 11.02M Shares via Conversions
What Happened
Bailey Gregory, a director of Serina Therapeutics (SER), received common stock on June 17, 2026 through conversions and awards of previously held derivative securities. The Form 4 shows: acquisition of 1,770,805 shares (reported at $2.25, $3,984,311) and 6,666,667 shares (reported at $2.25, $14,999,334), grants/derivative awards of 15,250 and 3,333,333 shares (issued at $0.00), and a conversion/disposition of 762,548 shares of Series A convertible preferred (reported at $2.25, $1,715,733). Net result: a net increase of 11,023,507 common shares (total acquired 11,786,055 minus 762,548 surrendered). The Form 4 reports the shares at a conversion price of $2.25 (total reported value of acquired common shares ≈ $18.98M).
Key Details
- Transaction date: June 17, 2026 (Form filed June 22, 2026 — appears late under the 2-business-day Form 4 rule).
- Reported transfers: acquired 1,770,805 @ $2.25 ($3,984,311); acquired 6,666,667 @ $2.25 ($14,999,334); acquired 15,250 and 3,333,333 @ $0.00 (derivative awards); disposed/surrendered 762,548 Series A preferred @ $2.25 ($1,715,733) as part of conversion.
- Net change: +11,023,507 common shares. Reported acquisition value (at $2.25) ≈ $18.98M.
- Footnotes of note:
- F1: Mandatory conversion of Series A Convertible Preferred into common stock (preferred converted into 1,755,555 common + 15,250 dividend shares); conversion triggered upon stockholder approval on June 17, 2026.
- F3/F5: Pre‑funded warrants were issued/purchased (Securities Purchase Agreement, Mar 17, 2026) at ~$2.2499 per pre‑funded warrant; some warrants include customary beneficial‑ownership limits and a potential company call provision.
- F4: Related stock options referenced will vest by the earlier of the next annual meeting or one year from grant, subject to continued service.
- F6: Series A Preferred is perpetual (no expiration).
- Shares owned after the transaction: the filing states beneficial ownership was updated (see F2); the exact post‑transaction total is reflected in the Form 4 filing but not restated here.
Context
- This was not an open‑market purchase or sale: the activity reflects conversion of previously held derivative securities (Series A preferred and pre‑funded warrants) into common shares and issuance of certain derivative awards. Pre‑funded warrants are typically paid for at purchase; conversion/issuance here followed shareholder approval and automatic conversion mechanics under NYSE American rules.
- The “disposed” entry relates to surrender/conversion of preferred shares into common stock, not a public sale for cash.
- Conversions/awards do not necessarily indicate new bullish buying in the market — they document the structural change of derivative securities into common stock or the issuance of awards.
Insider Transaction Report
- Conversion
Common Stock
[F1][F2]2026-06-17$2.25/sh+1,770,805$3,984,311→ 1,897,445 total - Conversion
Common Stock
[F3]2026-06-17$2.25/sh+6,666,667$14,999,334→ 8,564,382 total - Award
Stock Option (right to buy)
[F4]2026-06-17+15,250→ 15,250 totalExercise: $1.98Exp: 2036-06-17→ Common Stock (15,250 underlying) - Award
Redeemable Warrants
[F5]2026-06-17+3,333,333→ 3,333,333 totalExercise: $5.00From: 2026-09-17Exp: 2030-03-17→ Common Stock (3,333,333 underlying) - Conversion
Series A Convertible Preferred Stock
[F6]2026-06-17$2.25/sh−762,548$1,715,733→ 0 totalExercise: $5.18From: 2025-04-08→ Common Stock, $0.0001 par value (1,755,555 underlying)
Footnotes (6)
- [F1]Shares reflect the mandatory conversion at an adjusted Conversion Price of $2.25 of the Company's Series A Convertible Preferred Stock ("Series A Preferred") issued in connection with the April 2025 Private Placement. The Reporting Person was originally issued 762,548 shares of Series A Preferred that were converted into 1,755,555 shares of Common Stock and 15,250 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, and the underlying Common Stock shares were issued on June 17, 2026.
- [F2]The share ownership amount has been updated to reflect the correct number of shares beneficially owned by the Reporting Person.
- [F3]Issued pursuant to a Securities Purchase Agreement dated March 17, 2026, at a purchase price of $2.2499 per pre-funded warrant (reflecting a $0.0001 exercise price). The Pre-Funded Warrants have no expiration date and are subject to customary beneficial ownership limitations. The exercise price and share count are subject to adjustment for stock splits, dividends, and similar events. Under NYSE American rules, issuance of the underlying shares to the reporting person is subject to prior stockholder approval which was obtained on June 17, 2026, thereby triggering the automatic conversion of the Pre-Funded Warrants into common stock.
- [F4]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.
- [F5]Issued pursuant to the same Securities Purchase Agreement dated March 17, 2026, covering 50% of the shares underlying the Pre-Funded Warrants acquired by the reporting person. The Company may call the warrants at $0.01 per underlying share upon 30 days' notice if the Common Stock closing price equals or exceeds $10.00 on the business day prior to the redemption notice, on the earlier of (i) 30 days after first patient dosing in Cohort 2 of the Company's SER-252 Phase 1b SAD study or (ii) September 30, 2026. Holders have 30 days to exercise following a call notice.
- [F6]The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date.