Pershing Edward 4
4 · PROVECTUS BIOPHARMACEUTICALS, INC. · Filed May 26, 2026
Research Summary
AI-generated summary of this filing
PVCT CEO Edward Pershing Converts Note into 32,089 Series D‑1 Preferred
What Happened
Edward Pershing, CEO and director of Provectus Biopharmaceuticals, converted an 8% unsecured convertible promissory note (the "2025 Note") into 32,089 shares of Series D‑1 Convertible Preferred Stock on May 23, 2026. The Form 4 reports this as an exercise/conversion of a derivative (transaction code M). The filing shows a $0.00 per‑share price for the derivative reporting, but the conversion price used for the 2025 Note was $2.862 per preferred share (per footnote), implying an implied value of about $91,839 for the converted amount. Each Series D‑1 preferred share is convertible into 10 shares of common stock, so the converted preferred represents up to 320,890 common shares if (and when) converted.
Key Details
- Transaction date: May 23, 2026; Form 4 filed May 26, 2026.
- Reported transaction type: M = exercise/conversion of a derivative. Form shows acquisition of 32,089 Series D‑1 preferred shares at $0.00 (derivative reporting); conversion price for the 2025 Note was $2.862/share (footnote).
- Implied value of converted preferred: ~32,089 × $2.862 ≈ $91,839.
- Potential common shares if converted: 32,089 × 10 = 320,890 common shares (each preferred converts into 10 common).
- Shares owned after transaction: not specified in the provided excerpt of the filing.
- Footnotes of note:
- F1: Series D‑1 preferred converts into 10 common shares each.
- F2: Series D‑1 automatically converts into common on Dec 31, 2028 unless earlier converted.
- F3/F4: The 2025 Note could be voluntarily converted earlier; it automatically converted into 32,089 Series D‑1 shares on May 23, 2026 at $2.862/share.
Context
This was a conversion of debt into equity (preferred stock), not an open‑market purchase or sale of common stock. Conversions like this are often financing-related (reducing debt and issuing convertible preferred stock) and can increase potential future common share dilution if the preferred converts into common. The filing does not indicate an immediate sale of underlying common shares.
Insider Transaction Report
- Exercise/Conversion
8% Unsecured Convertible Promissory Note
[F3][F4]2026-05-23Exercise: $2.86From: 2025-05-23Exp: 2026-05-23→ Series D-1 Convertible Preferred Stock (32,089 underlying) - Exercise/Conversion
Series D-1 Convertible Preferred Stock
[F1][F2]2026-05-23+32,089→ 2,847,849 totalFrom: 2026-05-23→ Common Stock (320,890 underlying)
Footnotes (4)
- [F1]Each share of Series D-1 Preferred Stock is convertible into 10 shares of the Issuer's common stock, par value $0.001 per share ("Common Stock").
- [F2]The Series D-1 Convertible Preferred Stock will automatically convert into Common Stock on December 31, 2028, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Convertible Preferred Stock.
- [F3]The Reporting Person could have voluntarily elected to convert the outstanding principal and interest of the 8% unsecured convertible promissory note (the "2025 Note") at any time while the 2025 Note was outstanding into shares of Series D-1 Convertible Preferred Stock at a price per share equal to $2.862. The outstanding principal and interest of the 2025 Note automatically converted into shares of Series D-1 Preferred Stock at a price per share equal to $2.862 on the date which is twelve months after the issue date of the 2025 Note. The 2025 Note was issued pursuant to the Issuer's 2025 Financing.
- [F4]On May 23, 2026, the 2025 Note was converted into 32,089 shares of Series D-1 Preferred Stock.