BGMS · Bio Green Med Solution, Inc. · Insider Trading
Substantial doubt about the company's ability to continue as a going concern.
“Our history of losses, our negative cash flows from operations, our liquidity resources currently on hand, and our dependence on the ability to obtain additional financing to fund our operations after the current resources are exhausted, about which there can be no certainty, have resulted in our assessment that there is substantial doubt about our ability to continue as a going concern for a period of at least twelve months from the issuance date of this Quarterly Report on Form 10-Q.”View the 10-Q filed Aug 14, 2026
4 customers — 55% of revenue (the December 31, 2025 financial year)
“In the December 31, 2025 financial year, our top four customers collectively accounted for 55% of the Company's total sales, with individual contributions of approximately 36%, 7%, 6%, and 6%, respectively.”
One customer — 36% of revenue (the December 31, 2025 financial year)
“In the December 31, 2025 financial year, our top four customers collectively accounted for 55% of the Company's total sales, with individual contributions of approximately 36%, 7%, 6%, and 6%, respectively.”
One customer — 7% of revenue (the December 31, 2025 financial year)
“In the December 31, 2025 financial year, our top four customers collectively accounted for 55% of the Company's total sales, with individual contributions of approximately 36%, 7%, 6%, and 6%, respectively.”
One customer — 6% of revenue (the December 31, 2025 financial year)
“In the December 31, 2025 financial year, our top four customers collectively accounted for 55% of the Company's total sales, with individual contributions of approximately 36%, 7%, 6%, and 6%, respectively.”
One customer — 6% of revenue (the December 31, 2025 financial year)
“In the December 31, 2025 financial year, our top four customers collectively accounted for 55% of the Company's total sales, with individual contributions of approximately 36%, 7%, 6%, and 6%, respectively.”
Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 4 and 5. Form 3 supplies initial ownership rather than a trade; Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2025-11-12 | Kiu Cu Seng |
Director, Chief Financial Officer |
Award↑
|
Common Stock
|
200,000 |
| 2025-11-12 | Doris Wong Sing Ee |
Director, Chief Executive Officer, 10% Owner |
Award↑
Filing footnotes — Common Stock (Direct)
As adjusted for 1-for-16 reverse stock split on May 12, 2025 and 1-for-15 reverse stock split on July 7, 2025. |
Common Stock
|
300,178 |
| 2025-11-05 | Kua Khai Loon |
10% Owner |
Other↓
Filing footnotes — Series B Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Series B Common Stock Warrants
|
218,000 |
| 2025-11-05 | Ong Yee Lung |
10% Owner |
Other↓
Filing footnotes — Series A Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025 |
Series A Common Stock Warrants
|
218,000 |
| 2025-11-05 | Yap Kim Choy |
10% Owner |
Other↑
Filing footnotes — Common Stock (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Common Stock
|
467,535 |
| 2025-11-05 | Kua Khai Loon |
10% Owner |
Other↓
Filing footnotes — Series A Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Series A Common Stock Warrants
|
218,000 |
| 2025-11-05 | Yap Kim Choy |
10% Owner |
Sell↓
|
Common Stock
|
28,540 |
| 2025-11-05 | Ong Yee Lung |
10% Owner |
Other↓
Filing footnotes — Series C Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025 |
Series C Common Stock Warrants
|
31,535 |
| 2025-11-05 | Yap Kim Choy |
10% Owner |
Other↓
Filing footnotes — Series B Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Series B Common Stock Warrants
|
218,000 |
| 2025-11-05 | Kua Khai Loon |
10% Owner |
Other↑
Filing footnotes — Common Stock (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Common Stock
|
467,535 |
| 2025-11-05 | Ong Yee Lung |
10% Owner |
Other↑
Filing footnotes — Common Stock (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025 |
Common Stock
|
467,535 |
| 2025-11-05 | Yap Kim Choy |
10% Owner |
Other↓
Filing footnotes — Series C Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Series C Common Stock Warrants
|
31,535 |
| 2025-11-05 | Yap Kim Choy |
10% Owner |
Other↓
Filing footnotes — Series A Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Series A Common Stock Warrants
|
218,000 |
| 2025-11-05 | Ong Yee Lung |
10% Owner |
Other↓
Filing footnotes — Series B Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025 |
Series B Common Stock Warrants
|
218,000 |
| 2025-11-05 | Kua Khai Loon |
10% Owner |
Other↓
Filing footnotes — Series C Common Stock Warrants (Direct)
Reporting Person exchanged 218,000 Series A Common Stock Purchase Warrants, 218,000 Series B Common Stock Purchase Warrants and 31,535 Series C Common Stock Purchase Warrants for 467,535 shares of Common Stock pursuant to a warrant exchange agreement dated November 5, 2025. |
Series C Common Stock Warrants
|
31,535 |
| 2025-10-30 | Ong Yee Lung |
10% Owner |
Sell↓
|
Common Stock
|
248,814 |
| 2025-10-30 | Kua Khai Loon |
10% Owner |
Sell↓
|
Common Stock
|
242,477 |
| 2025-10-30 | Yap Kim Choy |
10% Owner |
Sell↓
|
Common Stock
|
112,260 |
| 2025-10-29 | Yap Kim Choy |
10% Owner |
Sell↓
|
Common Stock
|
110,749 |
| 2025-10-28 | Yap Kim Choy |
10% Owner |
Sell↓
|
Common Stock
|
13,111 |
| 2025-10-27 | Yap Kim Choy |
10% Owner |
Sell↓
|
Common Stock
|
120,250 |
| 2025-10-24 | Yap Kim Choy |
10% Owner |
Sell↓
|
Common Stock
|
19,595 |
| 2025-10-24 | Ong Yee Lung |
10% Owner |
Sell↓
|
Common Stock
|
19,858 |
| 2025-10-21 | FITTERS Diversified Berhad |
10% Owner |
Sell↓
|
Common Stock
|
92,352 |
| 2025-10-20 | FITTERS Diversified Berhad |
10% Owner |
Sell↓
|
Common Stock
|
108,107 |
| 2025-10-16 | Kua Khai Loon |
10% Owner |
Sell↓
|
Common Stock
|
88,204 |
| 2025-10-16 | FITTERS Diversified Berhad |
10% Owner |
Sell↓
|
Common Stock
|
26,051 |
| 2025-10-15 | Kua Khai Loon |
10% Owner |
Sell↓
|
Common Stock
|
7,479 |
| 2025-10-14 | Ong Yee Lung |
10% Owner |
Sell↓
|
Common Stock
|
135,793 |
| 2025-10-10 | FITTERS Diversified Berhad |
10% Owner |
Sell↓
|
Common Stock
|
51,400 |
| 2025-10-08 | FITTERS Diversified Berhad |
10% Owner |
Sell↓
|
Common Stock
|
142,000 |
| 2025-09-16 | Kua Khai Loon |
10% Owner |
Sell↓
|
Common Stock
|
25,000 |
| 2025-09-12 | Kua Khai Loon |
10% Owner |
Sell↓
|
Common Stock
|
22,251 |
| 2025-09-05 | Kua Khai Loon |
10% Owner |
Sell↓
|
Common Stock
|
19,054 |
| 2025-09-04 | Kua Khai Loon |
10% Owner |
Other↑
Filing footnotes — Common Stock (Direct)
Reporting Person exchanged 186,465 Series C Common Stock Purchase Warrants for 186,465 shares of Common Stock pursuant to a warrant exchange agreement |
Common Stock
|
186,465 |
| 2025-09-04 | Yap Kim Choy |
10% Owner |
Other↓
Filing footnotes — Series C Common Stock Warrants (Direct)
Reporting Person exchanged 186,465 Series C Common Stock Purchase Warrants for 186,465 shares of Common Stock pursuant to a warrant exchange agreement dated September 4, 2025. |
Series C Common Stock Warrants
|
186,465 |
| 2025-09-04 | Kua Khai Loon |
10% Owner |
Other↓
Filing footnotes — Series C Common Stock Warrants (Direct)
Reporting Person exchanged 186,465 Series C Common Stock Purchase Warrants for 186,465 shares of Common Stock pursuant to a warrant exchange agreement |
Series C Common Stock Warrants
|
186,465 |
| 2025-09-04 | Yap Kim Choy |
10% Owner |
Other↑
Filing footnotes — Common Stock (Direct)
Reporting Person exchanged 186,465 Series C Common Stock Purchase Warrants for 186,465 shares of Common Stock pursuant to a warrant exchange agreement dated September 4, 2025. |
Common Stock
|
186,465 |
| 2025-09-04 | Ong Yee Lung |
10% Owner |
Other↑
Filing footnotes — Common Stock (Direct)
Reporting Person exchanged 186,465 Series C Common Stock Purchase Warrants for 186,465 shares of Common Stock pursuant to a warrant exchange agreement dated September 4, 2025. |
Common Stock
|
186,465 |
| 2025-09-04 | Ong Yee Lung |
10% Owner |
Other↓
Filing footnotes — Series C Common Stock Warrants (Direct)
Reporting Person exchanged 186,465 Series C Common Stock Purchase Warrants for 186,465 shares of Common Stock pursuant to a warrant exchange agreement dated September 4, 2025. |
Series C Common Stock Warrants
|
186,465 |
| 2025-07-30 | Lazar David E. |
10% Owner |
Sell↓
Filing footnotes — Common Stock (Direct)
The number Shares owned by the Reporting Person is reflective of a 1-for-15 reverse stock split effected by the Issuer on July 7, 2025 (the "Reverse Stock Split"). Due to an inadvertent ministerial error, the Form 4 filed by the Reporting Person on February 28, 2025 reported beneficial ownership of 354,738 shares of the Issuer's Series D Convertible Preferred Stock which had already been converted into 162,588 shares of Common Stock (after giving effect to the Reverse Stock Split) as of such date. |
Common Stock
|
6,750 |
| 2025-02-26 | Lazar David E. |
10% Owner |
Convert↑
Filing footnotes — Common Stock (Direct)
These shares represent the conversion of 1,000,000 shares of the Series C Convertible Preferred Stock (the "Series C Preferred Stock") of Cyclacel Pharmaceuticals, Inc. (the "Company") owned by the Reporting Person into shares of the Company's common stock, par value $0.001 per share (the "Common Stock"). The shares of Series C Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. |
Common Stock
|
2,650,000 |
| 2025-02-26 | Lazar David E. |
10% Owner |
Convert↓
Filing footnotes — Series C Convertible Preferred Stock (Direct)
The shares of Series C Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. At a closing on January 6, 2025, the Reporting Person acquired 1,000,000 shares of Series C Preferred Stock from the Company for a total purchase price of $1,000,000. Each share of Series C Preferred Stock is convertible into 2.65 shares of the Company's Common Stock at any time. The Series C Preferred Stock is exercisable immediately upon issuance, is perpetual and has no expiration date. |
Series C Convertible Preferred Stock
|
1,000,000 |
| 2025-02-26 | Lazar David E. |
10% Owner |
Sell↓
Filing footnotes — Common Stock (Direct)
On February 26, 2025, the Reporting Person sold 194,628,820 shares of Common Stock in a private transaction for total consideration of $5,500,000. |
Common Stock
|
194,628,820 |
| 2025-02-26 | NATAN DAVID |
Director |
Award↑
Filing footnotes — Non-Qualified Stock Option (Right to Buy) (Direct)
On February 26, 2025 (the "Grant Date"), the Reporting Person was granted 700,000 Non-Qualified Stock Options to purchased shares of common stock (the "Common Stock") of Cyclacel Pharmaceuticals, Inc. (the "Company") in consideration of his services as a director of the Company. The option grant became exercisable on the Grant Date. Includes shares of Common Stock previously reported in Table I of the Reporting Person's Form 4 filed on January 7, 2025, which were not issued by the Company and are being replaced with the option grant reported in this Form 4. |
Non-Qualified Stock Option (Right to Buy)
|
700,000 |
| 2025-02-26 | Lazar David E. |
10% Owner |
Convert↑
Filing footnotes — Common Stock (Direct)
These shares represent the conversion of 1,745,262 shares of the Company's Series D Convertible Preferred Stock (the "Series D Preferred Stock") owned by the Reporting Person into shares of Common Stock of the Company. The shares of Series D Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. |
Common Stock
|
191,978,820 |
| 2025-02-26 | Lazar David E. |
10% Owner |
Convert↓
Filing footnotes — Series D Convertible Preferred Stock (Direct)
The shares of Series D Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. At a closing on February 6, 2025, the Reporting Person acquired 2,100,000 shares of Series D Preferred Stock from the Company for a total purchase price of $2,100,000. Each share of Series D Preferred Stock is convertible into 110 shares of the Company's Common Stock at any time. The Series D Preferred Stock is exercisable immediately upon issuance, is perpetual and has no expiration date. |
Series D Convertible Preferred Stock
|
1,745,262 |
| 2025-02-26 | Ben-Tzvi Avraham |
Director |
Award↑
Filing footnotes — Non-Qualified Stock Option (Right to Buy) (Direct)
On February 26, 2025 (the "Grant Date"), the Reporting Person was granted 700,000 Non-Qualified Stock Options to purchased shares of common stock (the "Common Stock") of Cyclacel Pharmaceuticals, Inc. (the "Company") in consideration of his services as a director of the Company. The option grant became exercisable on the Grant Date. |
Non-Qualified Stock Option (Right to Buy)
|
700,000 |
| 2025-02-06 | Lazar David E. |
10% Owner |
Award↑
Filing footnotes — Series D Convertible Preferred Stock (Direct)
At a closing on February 6, 2025, the Reporting Person acquired 2,100,000 shares of Series D Preferred Stock for a total purchase price of $2,100,000. Each share of Series D Preferred Stock is convertible into 110 shares of the Company's Common Stock at any time. The shares of Series D Preferred Stock are convertible at the option of the Reporting Person for no additional consideration. The Series D Preferred Stock is perpetual and therefore has no expiration date. |
Series D Convertible Preferred Stock
|
2,100,000 |
| 2025-01-02 | NATAN DAVID |
Director |
Award↑
Filing footnotes — Common Stock (Direct)
Shares of restricted stock issued pursuant to a Director Agreement dated as of January 2, 2025 by and between Cyclacel Pharmaceuticals, Inc. and David Natan. |
Common Stock
|
100,000 |