4//SEC Filing
Xu Xiaochun 4
Accession 0001437749-20-009025
CIK 0000811212other
Filed
Apr 29, 8:00 PM ET
Accepted
Apr 30, 5:12 PM ET
Size
18.4 KB
Accession
0001437749-20-009025
Insider Transaction Report
Form 4
Boyalife Asset Holding II, Inc.
10% Owner
Transactions
- Other
Common Stock
2020-04-28$1.80/sh−621,637$1,118,947→ 1,728,857 total(indirect: By Boyalife Asset Holding II, Inc.)
Holdings
- 352,942(indirect: Boyalife Asset Holding II, Inc.)
Warrants to Purchase Common Stock
Exercise: $80.00From: 2016-12-26Exp: 2021-02-13→ Common Stock (352,942 underlying) - 16,000
Option to Purchase Common Stock
Exercise: $2.98From: 2018-12-14Exp: 2028-12-14→ Common Stock (16,000 underlying) - 125
Option to Purchase Common Stock
Exercise: $42.00Exp: 2023-03-09→ Common Stock (125 underlying) - 125
Option to Purchase Common Stock
Exercise: $28.60Exp: 2023-07-01→ Common Stock (125 underlying) - 0(indirect: By Boyalife Asset Holding II, Inc.)
Second Amended and Restated Convertible Note
Exercise: $1.80From: 2018-04-16Exp: 2022-03-06→ Common Stock - 5,000
Option to Purchase Common Stock
Exercise: $29.10Exp: 2023-12-14→ Common Stock (5,000 underlying) - 30,000
Option to Purchase Common Stock
Exercise: $30.00Exp: 2027-12-29→ Common Stock (30,000 underlying) - 64,000
Option to Purchase Common Stock
Exercise: $2.98Exp: 2028-12-14→ Common Stock (64,000 underlying)
Xu Xiaochun
Director
Transactions
- Other
Common Stock
2020-04-28$1.80/sh−621,637$1,118,947→ 1,728,857 total(indirect: By Boyalife Asset Holding II, Inc.)
Holdings
- 352,942(indirect: Boyalife Asset Holding II, Inc.)
Warrants to Purchase Common Stock
Exercise: $80.00From: 2016-12-26Exp: 2021-02-13→ Common Stock (352,942 underlying) - 125
Option to Purchase Common Stock
Exercise: $28.60Exp: 2023-07-01→ Common Stock (125 underlying) - 0(indirect: By Boyalife Asset Holding II, Inc.)
Second Amended and Restated Convertible Note
Exercise: $1.80From: 2018-04-16Exp: 2022-03-06→ Common Stock - 5,000
Option to Purchase Common Stock
Exercise: $29.10Exp: 2023-12-14→ Common Stock (5,000 underlying) - 16,000
Option to Purchase Common Stock
Exercise: $2.98From: 2018-12-14Exp: 2028-12-14→ Common Stock (16,000 underlying) - 64,000
Option to Purchase Common Stock
Exercise: $2.98Exp: 2028-12-14→ Common Stock (64,000 underlying) - 125
Option to Purchase Common Stock
Exercise: $42.00Exp: 2023-03-09→ Common Stock (125 underlying) - 30,000
Option to Purchase Common Stock
Exercise: $30.00Exp: 2027-12-29→ Common Stock (30,000 underlying)
Footnotes (7)
- [F1]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.
- [F2]Option vested monthly over a one year period starting March 9, 2016.
- [F3]Option vested monthly over a one year period starting August 1, 2016.
- [F4]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.
- [F5]Option vests in five equal installments on December 31, 2018, 2019, 2020, 2021 and 2022.
- [F6]Option vests in four equal installments on December 14, 2019, 2020, 2021 and 2022.
- [F7]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.
Documents
Issuer
ThermoGenesis Holdings, Inc.
CIK 0000811212
Entity typeother
Related Parties
1- filerCIK 0001669192
Filing Metadata
- Form type
- 4
- Filed
- Apr 29, 8:00 PM ET
- Accepted
- Apr 30, 5:12 PM ET
- Size
- 18.4 KB