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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Unregistered Sales of Equity Securities. The disclosure required by this Item and included in
Entry into a Material Definitive Agreement On June 10, 2025, Bio Green Med Solution, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain foreign accredited investors (the “Investors”), pursuant to which the Investors agreed to purchase from the Company an aggregate of 1,103,338 shares of Common Stock, par value $0.001 (the “Shares”) of the Company at a purchase price of $0.72 per share for aggregate gross proceeds of $794,403, subject to t…
Entry into a Material Definitive Agreement Business Combination Agreement On June 4, 2026, Bio Green Med Solution, Inc., a Delaware corporation (the “Company”), Future NRG Sdn. Bhd., a Malaysia private limited company (“FNRG”) and each of the shareholders of FNRG (the “Selling Shareholders”), entered into a Business Combination Agreement (the “BCA”), pursuant to which, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the BCA, the Selling Shareholde…
of this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference in any of the Company’s filings with the Securities and Exchange Commission under the Exchange Act or the Securities Act of 1933, as amended, whether made before or after the date hereof and regardless of any general incorporation lang…
Results of Operations and Financial Condition. and
Other Events . On April 13, 2026, the Board of Directors of Bio Green Med Solution, Inc. (the “Company”) declared a quarterly cash dividend of $0.15 per share on the Company’s 6% Convertible Exchangeable Preferred Stock (the “Preferred Stock”). The dividend is payable on May 1, 2026, to Preferred Stock stockholders of record as of the close of business on April 23, 2026. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report…
Results of Operations and Financial Condition,” including the exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. Attached as Exhibit 99.1 is a copy of a press release of Bio Green Med Solution, Inc. (the “Company”), dated March…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on September 11, 2025, Bio Green Med Solution, Inc. (the “Company”) received a letter from the listing qualifications department staff (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”), notifying the Company that its 6% Convertible Exchangeable Preferred Stock (listed on The Nasdaq Capital Market under the symbol “BGMSP”) (the “Preferred Stock”) no longer complies wi…
Other Events . On January 12, 2026, the Board of Directors of Bio Green Med Solution, Inc. (the “Company”) declared a quarterly cash dividend of $0.15 per share on the Company’s 6% Convertible Exchangeable Preferred Stock (the “Preferred Stock”). The dividend is payable on February 1, 2026, to Preferred Stock stockholders of record as of the close of business on January 22, 2026. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused thi…
Results of Operations and Financial Condition. and
Unregistered Sales of Equity Securities. The disclosure required by this Item and included in
Entry into a Material Definitive Agreement. On November 5, 2025, Bio Green Med Solution, Inc. (the “Company”) entered into a Warrant Exchange Agreement (the “Exchange Agreement”) with certain accredited investors (the “Holders”) of certain existing warrants (the “Exchanged Warrants”) to purchase an aggregate of 1,402,605 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The Exchanged Warrants were originally issued pursuant to a securities purchase agreeme…
Completion of Acquisition or Disposition of Assets. The information set forth in
Other Events . On October 7, 2025, the Board of Directors of Bio Green Med Solution, Inc. (the “Company”) declared a quarterly cash dividend of $0.15 per share on the Company’s 6% Convertible Exchangeable Preferred Stock (the “Preferred Stock”). The dividend is payable on November 1, 2025, to Preferred Stock stockholders of record as of the close of business on October 20, 2025. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this…
Entry into a Material Definitive Agreement. On October 6, 2025, Bio Green Med Solution, Inc., a Delaware corporation (the “Company”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Tethra Biosciences Inc., a Delaware corporation (the “Buyer”). Under the terms of the Purchase Agreement, the Company agreed to sell, and the Buyer agreed to purchase, certain assets, including all patent rights (the “Assets”) of the Company related to Plogosertib, a polo-like kinase 1 (PLK…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Resignation of Independent Director On September 19, 2025, Mr. Kwang Fock Chong, an independent director on the Board of Directors (the “Board”) of Bio Green Med Solution Inc. (the “Company”) provided notice of his resignation from the Board. Mr. Chong’s resignation was not the result of any disagreement between Mr. Chong and the Company on any mat…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On September 11, 2025, Bio Green Med Solution, Inc. ( fka Cyclacel Pharmaceuticals, Inc.) received a letter from the listing qualifications department staff (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”), notifying the Company that its 6% Convertible Exchangeable Preferred Stock (listed on the Nasdaq Capital Market under the symbol “BGMSP”) (the “Preferred Stock”) no longer complies with…
Entry into a Material Definitive Agreement. On September 4, 2025, Cyclacel Pharmaceuticals, Inc. (the “Company”) entered into a Warrant Exchange Agreement (the “Exchange Agreement”) with certain accredited investors (the “Holders”) of existing Series C common stock purchase warrants (the “Exchanged Warrants”) to purchase an aggregate of 559,395 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The Exchanged Warrants were originally issued pursuant to a sec…
Unregistered Sales of Equity Securities. The disclosure required by this Item and included in
Entry into a Material Definitive Agreement. On September 1, 2025, Cyclacel Pharmaceuticals, Inc. (the “Company”) issued amended and restated series A common stock purchase warrants, amended and restated series B common stock purchase warrants and amended and restated series C common stock purchase warrants (collectively, the “Amended Warrants”) to holders of the Amended Warrants whereby the Company removed the Ownership Limitation (as defined below). The removal of the Ownership Limitation wa…
Change in Registrant ’ s Certifying Accountants (a) Dismissal of Independent Registered Public Accounting Firm On August 22, 2025, the Audit Committee of the Board of Directors (the “Audit Committee”) of Cyclacel Pharmaceuticals, Inc. (the “Company”) approved the dismissal of Bush & Associates CPA LLP (“Bush”), as the Company’s independent registered public accounting firm, effective immediately. On August 22, 2025, Bush was informed of such dismissal. From November 5, 2024 to August 22, 2025…
Results of Operations and Financial Condition. and
Entry into a Material Definitive Agreement On July 7, 2025, Cyclacel Pharmeceuticals, Inc., a Delaware corporation (the “Company”), entered into amendment no. 1 (the “Amendment”) to the exchange agreement dated May 6, 2025 (the “Exchange Agreement”) among the Company, FITTERS Diversified Berhad, a Malaysian publicly listed company (“Fitters Parent”) and FITTERS Sdn. Bhd., a Malaysia private limited company and wholly-owned subsidiary of Fitters Parent (“Fitters”). Pursuant to the Exchange Agr…
Material Modifications to Rights of Security Holders. The disclosure required by this Item and included in
Unregistered Sales of Equity Securities. The disclosure required by this Item and included in
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