Biostage issues $4M Series E Convertible Preferred to Harvard Bioscience to satisfy indemnification

Harvard Apparatus Regenerative Technology, Inc.

Issued 4,000 shares of Series E Preferred at $1,000/share to HBIO on June 10, 2022, to settle $4M indemnification obligations.
8% annual dividend payable quarterly in additional Series E shares; ranks senior to common stock.
Mandatory conversion upon NASDAQ uplisting, IPO, or $4M+ private placement; optional conversion based on 60-day VWAP.
Consent rights restrict debt over $500K, certain related-party transactions, and issuance of senior or pari passu securities.
Beneficial ownership limitation capped at 9.99% on conversion; limited piggyback registration rights if Rule 144 unavailable.

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