0001437749-20-009025.txt : 20200430
0001437749-20-009025.hdr.sgml : 20200430
20200430171226
ACCESSION NUMBER: 0001437749-20-009025
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200428
FILED AS OF DATE: 20200430
DATE AS OF CHANGE: 20200430
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Xu Xiaochun
CENTRAL INDEX KEY: 0001669192
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 333-82900
FILM NUMBER: 20836726
MAIL ADDRESS:
STREET 1: 2453 S. ARCHER AVE., STE. B
CITY: CHICAGO
STATE: IL
ZIP: 60616
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Boyalife Asset Holding II, Inc.
CENTRAL INDEX KEY: 0001738415
STATE OF INCORPORATION: CA
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 333-82900
FILM NUMBER: 20836727
BUSINESS ADDRESS:
STREET 1: 2453 S. ARCHER AVE.
STREET 2: SUITE B
CITY: CHICAGO
STATE: IL
ZIP: 60616
BUSINESS PHONE: 8473616348
MAIL ADDRESS:
STREET 1: 2453 S. ARCHER AVE.
STREET 2: SUITE B
CITY: CHICAGO
STATE: IL
ZIP: 60616
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ThermoGenesis Holdings, Inc.
CENTRAL INDEX KEY: 0000811212
STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY APPARATUS & FURNITURE [3821]
IRS NUMBER: 943018487
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2711 CITRUS ROAD
CITY: RANCHO CORDOVA
STATE: CA
ZIP: 95742
BUSINESS PHONE: 9168585100
MAIL ADDRESS:
STREET 1: 2711 CITRUS ROAD
CITY: RANCHO CORDOVA
STATE: CA
ZIP: 95742
FORMER COMPANY:
FORMER CONFORMED NAME: CESCA THERAPEUTICS INC.
DATE OF NAME CHANGE: 20140221
FORMER COMPANY:
FORMER CONFORMED NAME: THERMOGENESIS CORP
DATE OF NAME CHANGE: 19951117
FORMER COMPANY:
FORMER CONFORMED NAME: INSTA COOL INC OF NORTH AMERICA
DATE OF NAME CHANGE: 19920703
4
1
rdgdoc.xml
FORM 4
X0306
4
2020-04-28
0000811212
ThermoGenesis Holdings, Inc.
THMO
0001669192
Xu Xiaochun
2711 CITRUS ROAD
RANCHO CORDOVA
CA
95742
1
1
1
CEO
0001738415
Boyalife Asset Holding II, Inc.
2453 S. ARCHER AVE.
SUITE B
CHICAGO
IL
60616
1
Common Stock
2020-04-28
4
J
0
621637
1.80
D
1728857
I
By Boyalife Asset Holding II, Inc.
Warrants to Purchase Common Stock
80.0000
2016-12-26
2021-02-13
Common Stock
352942
352942
I
Boyalife Asset Holding II, Inc.
Option to Purchase Common Stock
28.6000
2023-07-01
Common Stock
125
125
D
Second Amended and Restated Convertible Note
1.8000
2018-04-16
2022-03-06
Common Stock
0
I
By Boyalife Asset Holding II, Inc.
Option to Purchase Common Stock
29.1000
2023-12-14
Common Stock
5000
5000
D
Option to Purchase Common Stock
30.0000
2027-12-29
Common Stock
30000
30000
D
Option to Purchase Common Stock
2.9790
2018-12-14
2028-12-14
Common Stock
16000
16000
D
Option to Purchase Common Stock
2.9790
2028-12-14
Common Stock
64000
64000
D
Option to Purchase Common Stock
42.0000
2023-03-09
Common Stock
125
125
D
Represents the transfer of shares pursuant to a conversion and exchange right exercised by a third party under a previously reported participation interest granted by Boyalife Asset Holding II, Inc. ("Boyalife AH") in a Second Amended and Restated Convertible Promissory Note, dated April 16, 2018, issued by the Issuer and held by Boyalife AH (the "Convertible Note"). On April 28, 2020, the third party elected to receive shares of common stock pursuant to its participation interest, at which time Boyalife AH transferred to the third party an aggregate of 621,637 shares of common stock, representing the conversion and exchange of its participation interest as to $1,223,452 of principal and interest under the Convertible Note. As a result, the participation interest was extinguished.
Option vested monthly over a one year period starting March 9, 2016.
Option vested monthly over a one year period starting August 1, 2016.
Options vested in five equal installments, 20% on date of signing the terms of employment letter (December 16, 2016), 20% on February 4, 2017, 20% on May 4, 2017, 20% on August 4, 2017 and 20% on November 4, 2017.
Option vests in five equal installments on December 31, 2018, 2019, 2020, 2021 and 2022.
Option vests in four equal installments on December 14, 2019, 2020, 2021 and 2022.
As of April 28, 2020, the Convertible Note had a maximum aggregate principal amount of $10,000,000, of which $10,000,000 in principal and $580,000 in accrued but unpaid interest was outstanding. Principal and accrued but unpaid interest is convertible at any time by Boyalife AH at a conversion price of $1.80 per share, subject to adjustment as set forth in the Convertible Note. Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Boyalife AH and Boyalife Group, Inc. may each be deemed to be a director-by-deputization by virtue of Xiaochun Xu serving on the board of directors of the Issuer.
/s/ Xiaochun Xu
2020-04-30