---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-23-006038"
form_type: "8-K"
ticker: null
cik: "0000811212"
company_name: "ThermoGenesis Holdings, Inc."
filed_at: "2023-03-10T23:59:59+00:00"
generated_at: "2026-06-18T06:05:23.308066+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# ThermoGenesis extends Boyalife debt maturity to Dec 31, 2023; adds interest to principal, adopts bylaw amendment

## Summary
- Maturity of $7.28M convertible note and credit agreement extended from Mar 6, 2023 to Dec 31, 2023.
- $278,052 accrued interest added to principal, bringing outstanding balance to $7,277,965.
- Bylaws amended to require two-thirds board approval for change of control, bankruptcy filing, or amendment of that provision.
- Amendments conditioned on Boyalife's agreement to extend; Board approved same date.

## SEC filing metadata
- accession: 0001437749-23-006038
- form_type: 8-K
- cik: 0000811212
- company_name: ThermoGenesis Holdings, Inc.
- filed_at: 2023-03-10T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 3.03, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/811212/000143774923006038/0001437749-23-006038-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/811212/000143774923006038/thmo20230309_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-23-006038
- JSON: https://secwatch.observer/filing/0001437749-23-006038.json
- Plain text: https://secwatch.observer/filing/0001437749-23-006038.txt

## Key facts
- Governance Changes
  ThermoGenesis Holdings, Inc.: Added provision requiring two-thirds director approval for change of control, bankruptcy, or amendment of the vote requirement (effective 2023-03-06).
  - Change: bylaw amendment
  - Effective: 2023-03-06
  source text: On March 6, 2023, the Board of Directors (the “Board”) of the Company approved and adopted an amendment to the Company’s Amended and Restated Bylaws (effective November 1, 2019), as amended, to add a provision requiring the approval of two-thirds of the directors then in office in order for the Company to (i) enter into a transaction that would constitute a “Change of Control” (as defined in the Amendment), (ii) file a voluntary petition in bankruptcy, or (iii) amend or repeal the foregoing two-thirds vote requirements (the “Amendment”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/811212/000143774923006038/0001437749-23-006038-index.htm
- Material Agreements
  ThermoGenesis Holdings, Inc. amended Amendment No. 3 to First Amended and Restated Revolving Credit Agreement with Boyalife Group Inc. valued at Termination Date changed to December 31, 2023 (effective 2023-03-06).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: Boyalife Group Inc.
  - Value: Termination Date changed to December 31, 2023
  - Effective: 2023-03-06
  source text: 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. ☐ Item 1.01. Entry into a Material Definitive Agreement. On March 6, 2023, ThermoGenesis Holdings, Inc. (the “Company”) entered into an Amendment No. 2 (the “Amendment to Note”) to its Second Amended and Restated Convertible Promissory Note with Boyalife Group Inc. (the “Note”), and an Amendment No. 3 (the “Amendment to Credit Agreement”) to its First Amended and Restated Revolving Credit Agreement with Boyalife Group Inc. (the “Credit Agreement”). The Amendment to Note amends and extends the maturity date of the Note from March 6, 2023 to December 31, 2023, and provides that interest accrued and unpaid as of March 6, 2023 will be added to the principal balance of the Note, resulting in an outstanding principal balance of $7,277,965 as of March 6, 2023. The Amendment to Credit Agreement amen
  evidence_url: https://www.sec.gov/Archives/edgar/data/811212/000143774923006038/0001437749-23-006038-index.htm
- Material Agreements
  ThermoGenesis Holdings, Inc. amended Amendment No. 2 to Second Amended and Restated Convertible Promissory Note with Boyalife Group Inc. valued at Maturity date extended to December 31, 2023; accrued and unpaid interest added to principal, resulti (effective 2023-03-06).
  - Action: amendment
  - Agreement: notes offering
  - Counterparty: Boyalife Group Inc.
  - Value: Maturity date extended to December 31, 2023; accrued and unpaid interest added to principal, resulti
  - Effective: 2023-03-06
  source text: 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. ☐ Item 1.01. Entry into a Material Definitive Agreement. On March 6, 2023, ThermoGenesis Holdings, Inc. (the “Company”) entered into an Amendment No. 2 (the “Amendment to Note”) to its Second Amended and Restated Convertible Promissory Note with Boyalife Group Inc. (the “Note”), and an Amendment No. 3 (the “Amendment to Credit Agreement”) to its First Amended and Restated Revolving Credit Agreement with Boyalife Group Inc. (the “Credit Agreement”). The Amendment to Note amends and extends the maturity date of the Note from March 6, 2023 to December 31, 2023, and provides that interest accrued and unpaid as of March 6, 2023 will be added to the principal balance of the Note, resulting in an outstanding principal balance of $7,277,965 as of March 6, 2023. The Amendment to Credit Agreement amen
  evidence_url: https://www.sec.gov/Archives/edgar/data/811212/000143774923006038/0001437749-23-006038-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.