{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-26-409169","form_type":"8-K","ticker":"BSEM","cik":"0001658678","company_name":"BioStem Technologies, Inc.","filed_at":"2026-09-30T20:48:24+00:00","discovered_at":"2026-09-30T20:49:00.231958+00:00","generated_at":"2026-10-12T14:08:21.947970+00:00","sec_items":["1.01","3.02","7.01","8.01","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"BioStem raises $3M private placement at $4.08/share; $10M BioTissue clearance payment due Sept 15 unpaid","bullets":["Private placement of 735,296 shares at $4.08 plus Series A and Series B warrants for 735,296 shares each at $3.83; aggregate gross proceeds ~$3.0 million; closed September 30, 2026.","Series A warrants expire five years and Series B warrants 24 months after effectiveness of the resale registration statement; full cash exercise would add roughly $5.6 million.","H.C. Wainwright & Co. is exclusive placement agent, receiving a 7.0% cash fee plus 18,382 placement agent warrants exercisable at $6.12 per share.","$10.0M Clearance Payment to BioTissue for Catalyze 510(k) clearance (received June 2026) was due Sept 15, 2026 and remains unpaid; company in talks on timing and terms.","Resale registration statement due within 30 days, effectiveness targeted within 45 days (75 if SEC full review); warrants carry 4.99%/9.99% beneficial ownership blockers."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-409169","json":"https://secwatch.observer/filing/0001193125-26-409169.json","markdown":"https://secwatch.observer/filing/0001193125-26-409169.md","text":"https://secwatch.observer/filing/0001193125-26-409169.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1658678/000119312526409169/0001193125-26-409169-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1658678/000119312526409169/bsem-20260929.htm"},"model":{"generated_by":"deepseek-v4.1-flash:cloud@v2","generated_at":"2026-10-12T14:08:21.947970+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}