SEC Form 4 · accession 0001329505-26-000007
Serina Therapeutics, Inc. · SER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory Bailey
Director
Period of report
Jun 17, 2026
Accepted (ET)
Jun 22, 2026 · 7:14 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001708599
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 17, 2026 | C | 1,770,805 | $2.25 | A | 1,897,445 | D | |
| Common StockF3 | Jun 17, 2026 | C | 6,666,667 | $2.2499 | A | 8,564,382 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $1.98 | Jun 17, 2026 | A | 15,250 | A | — | Jun 17, 2036 | Common Stock | 15,250 | 15,250 | D |
| Redeemable WarrantsF5 | $5.00 | Jun 17, 2026 | A | 3,333,333 | A | Sep 17, 2026 | Mar 17, 2030 | Common Stock | 3,333,333 | 3,333,333 | D |
| Series A Convertible Preferred StockF6 | $5.18 | Jun 17, 2026 | C | 762,548 | D | Apr 8, 2025 | — | Common Stock, $0.0001 par value | 1,755,555 | 0 | D |
Explanation of responses
- F1Shares 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.
- F2The share ownership amount has been updated to reflect the correct number of shares beneficially owned by the Reporting Person.
- F3Issued 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.
- F4The 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.
- F5Issued 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.
- F6The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date.