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Filing Details

Accession Number:: 0000921895-25-000651
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-02-28 16:48:15
Reporting Period:: 2025-02-26

Filing Date:: 2025-02-28
Accepted Time:: 2025-02-28 16:48:15
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1130166	Cyclacel Pharmaceuticals Inc.	CYCC	Pharmaceutical Preparations (2834)	911766850

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1932843	E. David Lazar	Ph The Towers, Tower 200, 30B Winston Churchill, Paitilla Panama City R1 07196	Interim Ceo	No	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2025-02-26	2,650,000	$0.00	2,650,000	No	4	M	Direct
Common Stock	Acquisiton	2025-02-26	191,978,820	$0.00	194,628,820	No	4	M	Direct
Common Stock	Disposition	2025-02-26	194,628,820	$0.03	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series C Convertible Preferred Stock	Disposition	2025-02-26	1,000,000	$0.00	2,650,000	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2025-02-26	1,745,262	$0.00	191,978,820	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	M	Direct
354,738			No	4	M	Direct

Footnotes

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.
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.
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.
The Series C Preferred Stock is exercisable immediately upon issuance, is perpetual and has no expiration date.
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 D Preferred Stock is exercisable immediately upon issuance, is perpetual and has no expiration date.
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.