UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549

 FORM 10-K/A
 Amendment No. 3

 (Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended December 31, 2024

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from __________ to __________

 Commission File Number: 000-53500

 CREATIVE MEDICAL TECHNOLOGY HOLDINGS, INC.

 (Exact name of Registrant as specified in its charter)

 Nevada

 87-0622284

 (State or other jurisdiction of
 incorporation or organization)

 (I.R.S. Employer
 Identification No.)

 211 E Osborn Road, Phoenix, AZ

 85012

 (Address of principal executive offices)

 (Zip Code)

 Issuer's telephone number, including area code: ( 480) 399-2822

 Securities registered pursuant to Section 12(b) of the Act:

 Title of each class

 Trading Symbol(s)

 Name of each exchange on which registered

 Common Stock, par value $0.001 per share

 CELZ

 The NASDAQ Stock Market LLC

 Securities registered pursuant to Section 12(g) of the Act: None

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes No

 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

 Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act

 Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

 Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No

 As of June 30, 2024, the aggregate market value of the registrant's common stock held by non-affiliates was $ 5,151,785 based on the closing price on The NASDAQ Capital Market of such common stock on such date.

 As of April 15, 2025, there were 2,585,897 shares of the registrant's common stock outstanding.

 DOCUMENTS INCORPORATED BY REFERENCE

 None

 Item 10. Directors, Executive Officers and Corporate Governance

 The following table sets forth information concerning our directors and executive officers:

 Name

 Position

 Age

 Timothy Warbington

 President, Chief Executive Officer and Director

 Donald Dickerson

 Chief Financial Officer & Senior Vice-President and Director

 Michael H. Finger (1)(2)(3)

 Susan Snow (1)(2)(3)

 Bruce S. Urdang (1)(2)(3)

 (1) Member of the audit committee.
 (2) Member of the corporate governance and nominating committee.
 (3) Member of the compensation committee.

 Timothy Warbington. Mr. Warbington has served as our director and as Chief Executive Officer since February 2016 and has served as a director, Chief Executive Officer and President of CMH since October 2011. He has over 25 years of executive level management experience. Mr. Warbington received a Bachelor's Degree in Accounting from Arizona State University in 1984. From 1993 through 2007 he owned and operated a multi-million dollar national agricultural (produce) and finance company with annual revenues of $5,000,000 to $12,000,000. Prior to that, he served as Chief Operating Officer of the U.S. subsidiary of a British firm engaged in the international food trade. For eight years, Mr. Warbington has invested in the biotechnology industry and has provided strategic and tactical advice as a consultant to a publicly traded bio-tech firm. In connection with this experience, he has built a network of scientists, physicians and executives to participate as executive officers and directors of CMH.

 Mr. Warbington's experience as an executive, and in particular with respect to biotechnology companies, qualify him to serve as one of our directors.

 Donald Dickerson. Mr. Dickerson has served as our director and as Chief Financial Officer and Senior Vice-President since February 2016, and has served as a director and as Vice President and Chief Operating Officer of CMH since June 2014. He received his Masters of Business Administration in Finance from the University of Southern California in May 1992. Mr. Dickerson has worked in a number of management and accounting positions and has experience with companies in the technology, manufacturing and health sciences area. From October 2003 until February 2009 he was employed as a vice-president for JP Morgan Chase in finance; from March 2009 until May 2014 he served as a director for GMT Ventures in finance and operations; and from June 2011 until May 2014 he also served as CFO for Medistem, Inc.

 Michael H. Finger Mr. Finger has served as a director of ours since December 2021. Mr. Finger is the manager and principal member of Alternative Sales Source, LLC, a real estate consulting firm that he founded in 2017. Prior to founding Alternative Sales Source, LLC, Mr. Finger was active as the founder and principal shareholder of the related companies, Hyland Bay Systems, of which he was Chief Financial Officer, and Hyland Bay Realty, both of which he sold in 2016. Mr. Finger also founded Cardinal Financial Services, Inc., a national commercial real estate mortgage brokerage firm that he operated for over 20 years until its sale in 2007. Mr. Finger received his MBA in finance from Colombia University and holds a B.A. in biology from Boston University.

 Mr. Finger's business and financial experience and expertise qualify him to serve as one of our directors.

 Susan Snow Ms. Snow has served as a director of ours since December 2021. From January 2018 until January 2022 Ms. Snow served as Senior VP, Operations at Redhorse, a consulting firm specializing in contacts and relationships with U.S. governmental agencies. Previously, from May 2009 until January 2018, she was a principal at Transitional Finance Partners. Ms. Snow has also served as a director of NeoVolta Inc. since July 2022. She began her professional career and earned her CPA at KPMG, where she spent 4 years before leaving for a Chief Financial Officer role in private industry.

 Ms. Snow's financial and corporate experience and expertise qualify her to serve as one of our directors.

 Bruce S. Urdang, Esq. Mr. Urdang has served as a director of ours since December 2021. He is an attorney in private practice, having represented clients in real estate and business transactions, and commercial litigation, at the Law Offices of Bruce S. Urdang, J.D. since 1989. Mr. Urdang has also been a professor at Northern Arizona University's School of Hotel and Restaurant Management since 1989. Mr. Urdang received his J.D. from St. John's School of Law and holds a B.A. in political science from the State University of New York, Oneonta.

 Mr. Urdang's legal and business experience and expertise qualify him to serve as one of our directors.

 Each executive officer serves at the discretion of our Board of Directors and holds office until his or her successor is duly elected and qualified or until his or her earlier resignation or removal. Except as set forth above, there are no family relationships among any of our directors or executive officers.

 Audit Committee

 We have an audit committee comprised of Susan Snow, Bruce Urdang and Michael Finger. Susan Snow serves as the chairperson of our audit committee. Our Board has determined that each member of our audit committee meets the requirements for independence and financial literacy under the applicable rules and regulations of the SEC and the listing standards of Nasdaq. Our Board has also determined that Susan Snow is an "audit committee financial expert" as defined in the rules of the SEC and has the requisite financial sophistication as defined under the listing standards of Nasdaq. The responsibilities of our audit committee include, among other things:

 selecting and hiring the independent registered public accounting firm to audit our financial statements;

 overseeing the performance of the independent registered public accounting firm and taking those actions as it deems necessary to satisfy itself that the accountants are independent of management;

 reviewing financial statements and discussing with management and the independent registered public accounting firm our annual audited and quarterly financial statements, the results of the independent audit and the quarterly reviews, and the reports and certifications regarding internal control over financial reporting and disclosure controls;

 preparing the audit committee report that the SEC requires to be included in our annual proxy statement;

 reviewing the adequacy and effectiveness of our internal controls and disclosure controls and procedures;

 overseeing our policies on risk assessment and risk management;

 reviewing related party transactions; and

 approving or, as required, pre-approving, all audit and all permissible non-audit services and fees to be performed by the independent registered public accounting firm.

 Our audit committee operates under a written charter which satisfies the applicable rules and regulations of the SEC and the listing standards of Nasdaq, and is available on our website at www.creativemedicaltechnology.com.

 Code of Ethics

 The Board adopted a Code of Business Conduct and Ethics that applies to our directors, officers and employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and agents and representatives, including consultants. A copy of the code of ethics and conduct is be available on our website at www.creativemedicaltechnology.com. We intend to disclose future amendments to such code, or any waivers of its requirements, applicable to any principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions or our directors on our website identified above.

 Delinquent Section 16(a) Reports

 The were no persons who, at any time during the fiscal year ended December 31, 2024, was a director, executive officer, or beneficial owner of more than 10% of our common stock that failed to file on a timely basis reports required by Section 16(a) of the Exchange Act during the most recent fiscal year.

 Item 11. Executive Compensation

 The following table contains information concerning the compensation paid during our fiscal years ended December 31, 2024 and 2023 to Timothy Warbington, our Chief Executive Officer, and Donald Dickerson, our Chief Financial Officer, who served as our only executive officers during 2024 and 2023 (collectively, our "Named Executive Officers").

 SUMMARY COMPENSATION TABLE

 Name & Principal Position

 Year

 Salary
 ($)

 Option
 Awards
 ($) (1)

 All Other Compensation
 ($)

 Total
 ($)

 Timothy Warbington

 2024

 339,000

 -0-

 247,500

 587,220

 Chief Executive Officer

 2023

 330,000

 -0-

 192,620

 522,620

 Donald Dickerson

 2024

 300,000

 -0-

 225,000

 525,000

 Chief Financial Officer

 2023

 300,000

 -0-

 167,250

 467,250

 (1)

 Reflects the award of (i) an option to purchase 5,324 shares of common stock at an exercise price of $16.90 vesting over three years, awarded to Donald Dickerson in 2022, (ii) fully vested warrants to purchase (i) 1,000 shares of common stock at an exercise price of $150.00, awarded to Donald Dickerson in 2021, and (iii) an option to purchase 5,858 shares of common stock at an exercise price of $16.90 vesting over three years, awarded to Timothy Warbington in 2022. The dollar figures represent the value of the awards at grant date as calculated under FASB ASC Topic 718. Messrs. Warbington and Dickerson will not realize the estimated value of these awards in cash until these awards are exercised and sold. See Notes 3 and 4 to our audited financial statements for the year ended December 31, 2024 for the assumptions we made in the valuation of these options and warrants respectively.

 Outstanding Equity Awards at Fiscal Year End

 As of December 31, 2024, our Named Executive Officers had outstanding unexercised options as set forth below. Our named Executive Officers did not have any unvested stock awards outstanding at December 31, 2024.

 Name

 Number of securities underlying unexercised options
 (#) exercisable

 Number of securities underlying unexercised options
 (#) unexercisable

 Option
 Exercise
 Price
 ($)

 Option
 Expiration Date
 ($)

 Timothy Warbington (1)

 4,394

 1,464

 16.90

 February 9, 2032

 Donald Dickerson (1)

 3,993

 1,331

 16.90

 February 9, 2032

 (2)

 1,000

 -0-

 150.00

 July 15, 2031

 (2)

 2,000

 -0-

 20.00

 December 28, 2030

 (1)

 These options vested 25% on the date of grant and vested 25% on each of the next three anniversaries of the date of grant.

 (2)

 These are warrants that were fully vested upon issuance.

 Employment Agreements

 On February 9, 2022, we entered into written Employments Agreements with our Named Executive Officer, Timothy Warbington and Donald Dickerson, the Company's Chief Financial Officer. The Employment Agreements are identical in all material respects other than with respect to base salary, which is $330,000 per annum for Mr. Warbington, and $300,000 per annum for Mr. Dickerson.

 Additional terms of the Employment Agreements include the following:

 Each Employment Agreement is for a three-year term, subject to automatic renewal for successive three-year periods unless either party provides notice of non-renewal prior to the then end of the term.

 Each executive is entitled to an annual cash bonus targeted at 30% of his base salary.

 Each executive is entitled to an annual grant of an option to purchase a number of shares of our common stock with a value as of the date of grant of 30% of the executive's base salary, vesting over a three-year period. The initial stock option grant under each Employment Agreement was made on February 9, 2022.

 In the event of the termination of the executive's employment by the Company other than for Cause, or by the Executive for Good Reason (as such terms are defined in the Employment Agreements), the executive will be entitled to continued payment of base salary and annual bonuses for two years.

 Compensation of Directors

 The following table shows certain information with respect to the compensation of all of our non-employee directors during our year ended December 31, 2024.

 Name

 Fees Earned or Paid in Cash
 ($)

 Option Awards (1) ($)

 All other compensation ($)

 Total
 ($)

 Michael Finger

 80,000

 -0-

 -0-

 80,000

 Susan Snow

 120,000

 -0-

 -0-

 120,000

 Bruce Urdang

 100,000

 -0-

 -0-

 100,000

 We have adopted a compensation program for non-employee directors under which each such director is paid an annual retainer of $80,000, plus $20,000 for each committee they chair. We may pay such amounts in a combination of cash and stock.

 Item 12. Security Ownership of Certain Beneficial Owners and Management

 The following table sets forth certain information with respect to the beneficial ownership of our common stock as of April 15, 2025, as adjusted to reflect the sale of common stock offered by us in this offering, for:

 each person, or group of affiliated persons, who we know to beneficially own more than 5% of our common stock;

 each of our named executive officers;

 each of our directors and director nominees; and

 all of our executive officers and directors as a group.

 The percentage of beneficial ownership information shown in the table is based on 2,585,532 shares of common stock currently outstanding.

 Information with respect to beneficial ownership has been furnished by each director, officer or beneficial owner of more than 5% of our common stock. We have determined beneficial ownership in accordance with the rules of the SEC. These rules generally attribute beneficial ownership of securities to persons who possess sole or shared voting power or investment power with respect to those securities. In addition, the rules include shares of our common stock issuable pursuant to the exercise of warrants that are either immediately exercisable or exercisable within 60 days of April 15, 2025. These shares are deemed to be outstanding and beneficially owned by the person holding those warrants for the purpose of computing the percentage ownership of that person, but they are not treated as outstanding for the purpose of computing the percentage ownership of any other person. Unless otherwise indicated, the persons or entities identified in this table have sole voting and investment power with respect to all shares shown as beneficially owned by them, subject to applicable community property laws.

 Names and Address of Individual or Identity of Group(1)

 Number of Shares Beneficially Owned

 Beneficial Ownership (%)

 Officers and Directors

 Timothy Warbington

 40,762

 (2)

 1.6

 %

 Donald Dickerson

 8,341

 (3)

 *

 Michael H. Finger

 *

 Susan Snow

 -0-

 *

 Bruce S. Urdang

 -0-

 *

 All Directors and Executive Officers as a Group (5 Persons)

 49,454

 (4)

 1.9

 %

 5% Holders

 N/A

 * Less than one percent.

 (1)

 Unless otherwise indicated, the business address of each officer and director of the Company is c/o Creative Medical Technology Holdings, Inc., 211 E. Osborn Road, Phoenix, AZ 85012.

 (2)

 Includes 22,695 shares beneficially owned by Creative Medical Health, Inc., of which Mr. Warbington serves as President and Chief Executive Officer, and currently exercisable options to purchase 5,858 shares of Common Stock.

 (3)

 Includes currently exercisable warrants to purchase 3,000 shares of Common Stock and currently exercisable options to purchase 5,324 shares of Common Stock.

 (4)

 Includes 3,000 shares that may be issued under currently exercisable warrants, and 11,182 shares that may be issued under currently exercisable options.

 Item 13. Certain Relationships and Related Transactions, and Director Independence

 The following includes a summary of transactions since January 1, 2023 to which we have been a party in which the amount involved exceeded or will exceed the lesser of $120,000 or 1% of the average of our total assets as of December 31, 2024 and 2023, and in which any of our directors, executive officers or, to our knowledge, beneficial owners of more than 5% of our capital stock or any member of the immediate family of any of the foregoing persons had or will have a direct or indirect material interest.

 StemSpine Patent Purchase

 We acquired U.S. Patent No. 9,598,673 covering the use of various stem cells for the treatment of lower back pain from our affiliate CMH pursuant to a Patent Purchase Agreement dated May 17, 2017, which was amended in November 2017. The inventors of the patent were Thomas Ichim, PhD and Amit Patel, MD, former directors of ours, and Annette Marleau, PhD. As amended, the Patent Purchase Agreement includes the following terms:

 We were required to pay CMH $100,000 within 30 days of demand as an initial payment.

 Upon the determination to pursue the technology via use of autologous cells, we were required to pay CMH:

 o

 $100,000 upon the signing agreement with a university for the initiation of an IRB clinical trial.

 o

 $200,000, upon completion of the IRB clinical trial.

 o

 $300,000 in the event we commercialize the technology via use of autologous cells by a physician without a clinical trial.

 In the event we determine to pursue the technology via use of allogenic cells, we are required to pay CMH:

 o

 $100,000 upon filing an IND with the FDA.

 o

 $200,000 upon dosing of the first patient in a Phase 1-2 clinical trial.

 o

 $400,000 upon dosing the first patient in a Phase 3 clinical trial.

 Each payment may be made in cash or shares of our common at a discount of 30% to the recent trading price.

 In the event our shares of common stock trade below $0.01 per share for two or more consecutive trading days, the number of any shares issuable as payment doubles.

 For a period of five years from the date of the first sale of any product derived from the patent, we are required to make royalty payments of 5% from gross sales of products, and 50% of sale price or ongoing payments from third parties for licenses granted under the patent to third parties.

 We paid CMH the $100,000 obligation of the initial payment due under this agreement, by a $50,000 cash payment and the issuance of 6,667 shares of common stock on December 12, 2019. On December 31, 2019, following our announcement with respect to the clinical commercialization of the StemSpine technology, we paid CMH $50,000 of the $300,000 obligation due under this agreement through the issuance of 133 shares of common stock. On September 30, 2020 we paid CMH an additional $40,000 of the $300,000 obligation due under this agreement through the issuance of 84,656 shares of common stock, and in January 2021 we paid CMH an additional $50,000 of the $300,000 obligation due under this agreement through the issuance of 89,286 shares of common stock. The remaining portion of the $300,000 obligation has been paid in cash. In August 2023, we paid CMH $100,000 related to the filing of an IND with the FDA per the terms of the agreement.

 Research and Development Purchase

 On December 15, 2022, we purchased a set of components referred to as "research tools" for $5,000,000 from Narkeshyo LLC, an entity a former director and current consultant of ours is affiliated with, pursuant to the terms of an Asset Purchase Agreement between the Company and Narkeshyo. Some of the acquired research tools were originally developed by the former director and current consultant. Under the terms of the agreement, we made an initial payment to Narkeshyo in the amount of $2,000,000 upon execution of the agreement, with the remaining amounts to be paid at various times through March 15, 2023, which were made as scheduled. Upon execution of the agreement, we recorded $5,000,000 as research and development expenses.

 The vision and pipeline of the Company is based on robust and thorough development of its biological platforms, therapies and products. This acquisition of the research tools aligned with the Company's priority of advancing and augmenting its suite of cGMP (Current Good Manufacturing Practices) cellular therapy products. The Company believes that the acquired research tools will allow it to protect its intellectual property while complying with regulatory requirements, and accelerate product development. The information contained in the research tools will not only be used to support and fast-track the Company's regulatory filings (such as IND, NDA, ANDA and export applications), but also, provide clinical and regulatory support to potential partners and collaborators without having to divulge trade secrets and know-how.

 A third-party analysis of this acquisition concluded it would accelerate development time by 3-5 years and result in a substantial reduction in the Company's research and development expenses over the long term.

 The purchased tools included (but were not limited to):

 Toxicology

 Screening

 Preclinical Testing

 Assays

 Authorization

 Tools of Biological Transaction

 Tools of Intellectual Property

 Related-Person Transactions Policy And Procedures

 We have a written Related-Person Transactions Policy that sets forth the Company's policies and procedures regarding the identification, review, consideration and approval or ratification of "related-persons transactions." For purposes of our policy only, a "related-person transaction" is a transaction, arrangement or relationship (or any series of similar transactions, arrangements or relationships) in which the Company and any "related person" are participants involving an amount that exceeds $25,000. Transactions involving compensation for services provided to the Company as an employee, director, consultant or similar capacity by a related person are not covered by this policy. A related person is any executive officer, director, or more than 5% stockholder of the Company, including any of their immediate family members, and any entity owned or controlled by such persons.

 Under the policy, where a transaction has been identified as a related-person transaction, management must present information regarding the proposed related-person transaction to the Audit Committee (or, where Audit Committee approval would be inappropriate, to another independent body of the Board) for consideration and approval or ratification. The presentation must include a description of, among other things, the material facts, the interests, direct and indirect, of the related persons, the benefits to the Company of the transaction and whether any alternative transactions were available. To identify related-person transactions in advance, the Company relies on information supplied by its executive officers and directors. In considering related-person transactions, the Committee takes into account the relevant available facts and circumstances including, but not limited to (a) the risks, costs and benefits to the Company, (b) the impact on a director's independence in the event the related person is a director, immediate family member of a director or an entity with which a director is affiliated, (c) the terms of the transaction, (d) the availability of other sources for comparable services or products, and (e) the terms available to or from, as the case may be, unrelated third parties or to or from employees generally. In the event a director has an interest in the proposed transaction, the director must recuse himself or herself form the deliberations and approval. The policy requires that, in determining whether to approve, ratify or reject a related-person transaction, the Committee look at, in light of known circumstances, whether the transaction is in, or is not inconsistent with, the best interests of the Company and its stockholders, as the Committee determines in the good faith exercise of its discretion.

 Director Independence

 Our Board of Directors currently consists of five directors, three of whom are "independent" as defined under the rules of the Nasdaq Capital Market because they are not employees or executive officers of ours, and have not been paid more than $120,000 of compensation by us in any consecutive 12-month period during the past three years. Timothy Warbington, our Chief Executive Officer, and Donald Dickerson, our Chief Financial Officer, are not independent directors due to their employment by us as executive officers.

 Item 14. Principal Accountant Fees and Services

 The following table sets forth all fees accrued or paid to Haynie & Company, Salt Lake City, Utah, PCAOB ID 457, for the years ended December 31, 2024 and 2023:

 Year Ended December 31,

 2024

 2023

 Audit Fees (1)

 $
 82,172

 $
 111,000

 Audit-Related Fees (2)

 $
 10,600

 $
 -

 Tax Fees

 -

 -

 All Other Fees

 -

 -

 Total

 $
 92,772

 $
 111,000

 (1)

 Audit Fees consist of professional services rendered in connection with the audit of our annual consolidated financial statements, including audited financial statements presented in our Annual Report on Form 10-K and services that are normally provided by the independent registered public accountants in connection with statutory and regulatory filings or engagements for those fiscal years.

 (2)

 Audit-Related Fees consist of professional services rendered in connection the filing of Registration Statements on Form S-1 and Form S-3.

 Pre-approval Policy. Under our audit committee's policy governing our use of the services of our independent registered public accountants, the audit committee is required to pre-approve all audit and permitted non-audit services performed by our independent registered public accountants in order to ensure that the provision of such services does not impair the public accountants' independence.

 Item 15. Exhibits, Financial Statement Schedules.

 Exhibits

 31.1

 Rule 13a-14(a)/15d-14a(a) Certification of Principal Executive Officer*

 31.2

 Rule 13a-14(a)/15d-14a(a) Certification of Principal Financial Officer*

 * Filed herewith.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 CREATIVE MEDICAL TECHNOLOGY HOLDINGS, INC.

 Date: April 25, 2025

 By:

 /s/ Timothy Warbington

 Timothy Warbington, Chief Executive Officer

 (Principal Executive Officer)

 Date: April 25, 2025

 By:

 /s/ Donald Dickerson

 Donald Dickerson, Chief Financial Officer

 (Principal Financial and Accounting Officer)

 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.

 NAME

 TITLE

 DATE

 /s/ Timothy Warbington

 Director & Chairman

 Timothy Warbington

 /s/ Donald Dickerson

 Donald Dickerson

 /s/ Michael H. Finger

 Michael H. Finger

 /s/ Susan Snow

 Susan Snow

 /s/ Bruce S. Urdang

 Bruce S. Urdang


UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549

 Amendment No. 1
 FORM 10-K/A

 (Mark One)

 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the fiscal year ended: December 31, 2024

 or

 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from ________ to ________

 Commission File Number: 001-41750

 BIONEXUS GENE LAB CORP

 (Exact name of registrant as specified in its charter)

 Wyoming

 35-2604830

 (State or Other Jurisdiction of
 Incorporation or Organization)

 (I.R.S. Employer
 Identification No.)

 Unit A-28-7, Level 28, Tower A,
 Menara UOA Bangsar,

 No. 5 Jalan Bangsar Utama 1,

 Kuala Lumpur, Malaysia

 59000

 (Address of Principal Executive Offices)

 (Zip Code)

 +1 307 241 6898
 (Registrant's telephone number, including area code)

 Securities registered pursuant to Section 12(b) of the Act:

 Title of Each Class

 Trading Symbol(s)

 Name of each exchange where registered

 Common Stock, no par value

 BGLC

 Nasdaq Capital Market

 Securities registered pursuant to Section 12(g) of the Act:
 None

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No

 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

 Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

 Large accelerated filer

 Accelerated filer

 Non-accelerated Filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

 Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

 As of June 30, 2024, the aggregate market value of the registrant's common stock held by non-affiliates of the registrant was approximately $ 8.16 million (this amount represents approximately 17.2 million shares of BioNexus Gene Lab Corp's common stock based on the last reported sales price of $0.4752 of the common stock on such date).

 As of December 31, 2024, there were 17,967,663 shares of common stock, no par value, outstanding.

 Explanatory Note

 BioNexus Gene Lab Corp. (the "Company," "we," "our," or "us") is filing this Amendment No. 1 ("Amendment No. 1") to its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, originally filed with the Securities and Exchange Commission (the "SEC") on April 15, 2025 (the "Original Filing"), to amend Item 15 of Part IV solely to file as an exhibit the Company's Policy on Recovery of Erroneously Awarded Compensation ("Clawback Policy") adopted to comply with Rule 10D-1 under the Securities Exchange Act of 1934 and Nasdaq Listing Rule 5608.

 The Clawback Policy is attached hereto as Exhibit 97. No other changes are being made to the Original Filing. This Amendment No. 1 does not reflect events occurring after the filing date of the Original Filing and does not modify or update any disclosures made in the Original Filing except as described above.

 Item 6. Exhibits.

 Exhibit

 Description

 Policy Relating to Recovery of Erroneously Awarded Compensation*

 31.1

 Certification of the Company's Principal Executive Officer and Principal Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*

 * Filed Herewith

 SIGNATURES

 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 BIONEXUS GENE LAB CORPORATION

 /s/ Su-Leng Tan Lee

 Su-Leng Tan Lee

 Chief Executive Officer
 (Principal Executive Officer)

 /s/ Su-Leng Tan Lee

 Su-Leng Tan Lee

 Acting Chief Financial Officer
 (Acting Principal Financial and Accounting Officer)

 April 29, 2025