SEC FORM 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person ^*

POE BRANDON

(Last)

(First)

(Middle)

C/O BIOSTEM TECHNOLOGIES, INC.

2836 CENTER PORT CIRCLE

(Street)

POMPANO BEACH

33064

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BioStem Technologies, Inc. [ BSEM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/11/2026		M		10,634	A	$ 0	56,368	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$ 6.48							⁽¹⁾	08/19/2035	Common Stock	38,814		38,814	D
Stock Options (Right to Buy)	$ 5.5							⁽²⁾	02/11/2036	Common Stock	117,401		117,401	D
Restricted Stock Units	⁽³⁾							⁽⁴⁾	⁽⁴⁾	Common Stock	8,469		8,469	D
Restricted Stock Units	⁽³⁾	08/11/2026		M			10,634	⁽⁵⁾	⁽⁵⁾	Common Stock	10,634	$ 0	21,591	D
Restricted Stock Units	⁽³⁾							⁽⁶⁾	⁽⁶⁾	Common Stock	96,909		96,909	D

Explanation of Responses:

1. These options vest according to the following schedule: 33% vested on August 11, 2026, with the remaining options vesting in equal quarterly installments over the subsequent two year period.

2. These options vest according to the following schedule: 33% will vest on February 11, 2027, the one year anniversary of the grant date, with the remaining options vesting in equal quarterly installments over the subsequent two year period.

3. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.

4. These restricted stock units vest in equal quarterly installments over three years from the grant date (September 15, 2024).

5. These restricted stock units vest according to the following schedule: 33% vested on August 11, 2026, with the remaining units vesting in equal quarterly installments over the subsequent two year period. Due to an administrative error, the vesting of the restricted stock units was not timely reported on a Form 4 within two business days of the applicable transaction date.

6. These restricted stock units vest according to the following schedule: 33% will vest on February 11, 2027, the one year anniversary of the grant date, with the remaining units vesting in equal quarterly installments over the subsequent two year period.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Katherine Gorrell, as Attorney-in-Fact	08/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

EX-24