Sec Form 4 Filing - FAVORITO TAMARA A @ ARTELO BIOSCIENCES, INC. - 2025-05-01-05:00

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
FAVORITO TAMARA A
2. Issuer Name and Ticker or Trading Symbol
ARTELO BIOSCIENCES, INC. [ ARTL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ARTELO BIOSCIENCES, INC., 505 LOMAS SANTA FE, SUITE 160
3. Date of Earliest Transaction (MM/DD/YY)
05/01-05:00/2025
(Street)
SOLANA BEACH, CA92075
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Promissory Note ( 1 ) ( 2 ) ( 3 ) 05/01-05:00/2025 P 05/01-05:00/2025 10/28-05:00/2025 Common Stock ( 1 ) ( 2 ) ( 3 ) $ 25,000 $ 25,000 I By trust
Reporting Owners
R eporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FAVORITO TAMARA A
C/O ARTELO BIOSCIENCES, INC.
505 LOMAS SANTA FE, SUITE 160
SOLANA BEACH, CA92075
X
Signatures
/s/ Gregory D. Gorgas, as Attorney-in-Fact 05/05-05:00/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On or about May 1, 2025, the Issuer entered into a Subscription Agreement (the "Subscription Agreement") with the Reporting Person, pursuant to which the Issuer issued a convertible note (the "Note") to the Reporting Person. The Notes will accrue interest at a rate of 12% per annum, which will adjust to 20% upon an Event of Default (as defined in the Note). All unpaid principal, together with any then unpaid and accrued interest and other amounts payable thereunder, shall be due and payable on October 28, 2025 (the "Maturity Date").
( 2 )At the Maturity Date, the Reporting Person may (at the Reporting Person's sole option) convert all of that certain unpaid portion of principal and accrued interest of the Reporting Person's Note into shares of the Issuer's common stock ("Common Stock") (the "Voluntary Conversion"), specifically into that number of shares of Common Stock (the "Converted Shares") equal to the unpaid principal balance and any accrued interest of each Note divided by $1.29. The amount of principal balance and any accrued interest of the Note convertible pursuant to the Voluntary Conversion shall be the number of Converted Shares multiplied by $1.04 (the "Minimum Price"). Should the Reporting Person not elect Voluntary Conversion, such portion of the unpaid principal balance and any accrued interest of the Note subject to Voluntary Conversion shall be immediately due and payable in cash.
( 3 )At the Maturity Date, that portion of the unpaid principal balance and any accrued interest of the Note not subject to the Voluntary Conversion shall be automatically converted into a warrant to purchase shares of the Issuer's Common Stock (the "Warrant") at a conversion price of $0.125 per share issuable pursuant to the Warrant (the "Automatic Conversion"). The exercise price of such Warrant for each Warrant Share shall be equal to the Minimum Price.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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