Welcome to our dedicated page for Bio Green Med Solution SEC filings (Ticker: BGMS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for Bio Green Med Solution, Inc. (BGMS) brings together the company’s official reports to the U.S. Securities and Exchange Commission, including Form 8-K current reports and other key documents. These filings describe how the company has transitioned from its former identity as Cyclacel Pharmaceuticals, Inc., a clinical-stage biopharmaceutical company, to a diversified business focused primarily on fire safety protection and distribution activities anchored by its acquisition of FITTERS Sdn. Bhd. in Malaysia.
Through its 8-K filings, Bio Green Med Solution, Inc. discloses material events such as the completion of the FITTERS Sdn. Bhd. share exchange transaction, the Asset Purchase Agreement with Tethra Biosciences Inc. for the sale of patent rights related to plogosertib, and the liquidation of its UK subsidiary, Cyclacel Limited. These documents also cover capital markets actions, including a one-for-fifteen reverse stock split of its common stock, Warrant Exchange Agreements that exchanged existing warrants for new common shares, and a Nasdaq notice regarding the minimum Market Value of Publicly Held Shares requirement for its 6% Convertible Exchangeable Preferred Stock (BGMSP).
Filings further address governance and compensation matters, such as the resignation and appointment of independent directors, committee assignments for the Audit, Compensation and Organization, and Nominating and Governance Committees, and confirmation of director independence and financial literacy under SEC and Nasdaq standards. Dividend declarations on the company’s 6% Convertible Exchangeable Preferred Stock are also documented in Form 8-K reports.
On this page, users can access Bio Green Med Solution, Inc.’s SEC filings as they are made available from EDGAR and review AI-generated summaries that explain the main points of lengthy documents, including 10-K annual reports, 10-Q quarterly reports, and Form 4 insider transaction reports where applicable. These tools help readers quickly understand complex regulatory disclosures, track changes in the company’s business focus, and follow developments affecting its common and preferred equity securities.
Bio Green Med Solution, Inc. completed a major strategic pivot in 2025, exiting most drug development and becoming a Malaysia-focused supplier and trader of fire safety equipment through the acquisition of Fitters Sdn. Bhd. for 699,158 new common shares, equal to 19.99% of its stock.
The company deconsolidated its former R&D subsidiary Cyclacel Limited after a creditors’ voluntary liquidation, increasing stockholders’ equity by about $4.9 million, then repurchased and later sold its Plogosertib assets for up to $470,000. It raised $3.1 million via Series C and D preferred stock and later concentrated ownership in a new investor.
BGMS now distributes certified fire extinguishers, foam systems, PYRODOR fire doors, PPE and safety apparel into Malaysian commercial, industrial and government markets, but highlights substantial doubt about its ability to continue as a going concern, high customer concentration, intense competition, regulatory dependence and the need for additional capital.
Bio Green Med Solution, Inc. reported its first fire-safety product revenue after shifting away from biopharmaceuticals. For 2025, product revenue from fire safety equipment was $0.7 million, while net loss narrowed sharply to $3.0 million from $11.2 million in 2024.
Cash and cash equivalents were $3.5 million as of December 31, 2025, and the company expects existing cash to fund operations into the third quarter of 2026. Results reflect the September 2025 acquisition of Fitters Sdn. Bhd., liquidation of the U.K. subsidiary, and sale of the Plogosertib drug asset, which together produced a $4.9 million gain on deconsolidation and $0.3 million from the asset sale.
R&D expenses fell to $0.8 million for 2025 from $6.7 million in 2024 as legacy drug programs wound down, while general and administrative costs rose to $7.7 million due to one-time change-of-control expenses. A quarterly dividend of $0.15 per share was paid on the 6% Convertible Exchangeable Preferred Stock, and a warrant exchange triggered a large deemed dividend of $11.0 million to common shareholders.
Bio Green Med Solution, Inc. amendment to a Schedule 13G/A reports that Ong Yee Lung beneficially owns 0 shares of Common Stock, representing 0%. The filing provides the filers Malaysia citizenship and a signature dated 03/13/2026.
Bio Green Med Solution, Inc. amendment reports that Kua Khai Loon beneficially owns 0 shares of Common Stock (par value $0.001) representing 0% of the class as of 12/31/2025. The filing lists the reporter's Malaysia residence and provides related warrant exhibits.
Bio Green Med Solution, Inc. reports that Nasdaq will delist its 6% Convertible Exchangeable Preferred Stock (symbol BGMSP) after the security failed to regain compliance with the $1 million minimum market value of publicly held shares requirement by March 10, 2026. Nasdaq notified the company on March 12, 2026, that trading in the preferred shares is expected to be suspended at the opening of business on March 23, 2026, with delisting expected on or after April 2, 2026. The company does not plan to appeal and believes the preferred stock may be quoted and traded on the OTC Markets after delisting. The company states that this action does not affect its common stock, which continues to trade on the Nasdaq Capital Market under the symbol BGMS.
Bio Green Med Solution, Inc. reported that its board declared a quarterly cash dividend of $0.15 per share on its 6% Convertible Exchangeable Preferred Stock.
The dividend will be paid on February 1, 2026 to holders of the preferred stock who are on record as of the close of business on January 22, 2026. This action provides ongoing cash distributions specifically to investors holding the company’s preferred stock class.
Cyclacel Pharmaceuticals, Inc. (now Bio Green Med Solution, Inc.) filed an amended Annual Report mainly to replace its prior audits with a single firm’s re-audit of full-year 2024 and 2023, aiming for future cost efficiencies. The company completed a 1-for-16 stock split effective May 7, 2025 and a 1-for-15 split effective July 2, 2025, and later changed its name to Bio Green Med Solution Inc.
The business is now focused on a single clinical asset, plogosertib ("plogo"), a PLK1 inhibitor in a Phase 1/2 trial for solid tumors and lymphomas, while the fadraciclib program is being sold out of the liquidated U.K. subsidiary. A $3.1 million financing with investor David Lazar through Series C and D convertible preferred stock will help settle liabilities and fund operations, and the planned deconsolidation of the U.K. unit is expected to increase stockholders’ equity by about $5.0 million.
The report highlights substantial doubt about the company’s ability to continue as a going concern, dependence on additional capital, significant clinical, regulatory and competitive risks, and potential Nasdaq listing and dilution pressures. As of June 30, 2024, non-affiliate common stock had an aggregate market value of $2,523,882, and there were 863,901 common shares outstanding as of March 27, 2025.
Bio Green Med Solution, Inc. (BGMS) reported an insider transaction on Form 4. Director and Chief Financial Officer Kiu Cu Seng acquired 200,000 shares of common stock at $1.40 per share on 11/12/2025.
Following the transaction, the reporting person beneficially owned 200,000 shares, held in direct ownership. The filing was made by one reporting person.
Bio Green Med Solution (BGMS) reported an insider transaction on a Form 4: its Chief Executive Officer, who is also a Director and 10% Owner, acquired 300,178 shares of common stock at $1.4 on 11/12/2025.
Following this trade, the reporting person beneficially owns 1,111,131 shares, held directly. The filing notes share figures are adjusted for a 1-for-16 reverse stock split on May 12, 2025 and a 1-for-15 reverse stock split on July 7, 2025.
Bio Green Med Solution, Inc. (BGMS) reported third-quarter results and detailed its transition from biopharma to fire safety distribution following the September 12, 2025 acquisition of Malaysia-based Fitters Sdn. Bhd. BGMS recognized $81,000 in Q3 revenue, all from fire safety products, and posted a Q3 operating loss of $992,000 with a $988,000 net loss. For the nine months, revenue was $81,000 and net loss was $2.387 million.
Cash and cash equivalents were $3.838 million and total assets $8.158 million as of September 30, 2025. Stockholders’ equity improved to $7.096 million from a deficit at year-end 2024, aided by a $4.947 million gain on deconsolidation after its UK subsidiary entered liquidation. BGMS issued 699,158 shares (19.99%) as consideration for Fitters, recording $1.570 million of goodwill. The company also completed reverse stock splits (1-for-16 in May and 1-for-15 in July) and reported 3,497,537 common shares outstanding at quarter-end; 4,900,142 were outstanding as of November 11, 2025.
Management disclosed substantial doubt about the company’s ability to continue as a going concern, noting current cash is expected to fund operations into the first quarter of 2026. Subsequent to quarter-end, BGMS agreed to sell Plogosertib-related assets for $300,000 plus a potential $170,000 milestone.