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Filing Details

Accession Number:: 0001437749-20-000189
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-01-03 19:16:04
Reporting Period:: 2019-12-20

Accepted Time:: 2020-01-03 19:16:04
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
811212	Thermogenesis Holdings Inc.	KOOL	Laboratory Apparatus & Furniture (3821)	943018487

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1667753	Ltd Kong) (Hong Boyalife	2453 S. Archer Ave Ste. B Chicago IL 60616		No	No	Yes	No
1669192	Xiaochun Xu	2711 Citrus Road Rancho Cordova CA 95742	Ceo	Yes	Yes	Yes	No
1669923	Yishu Li	2711 Citrus Road Rancho Cordova CA 95742		No	No	Yes	No
1738401	Boyalife Group, Inc.	2453 S. Archer Ave. Suite B Chicago IL 60616		No	No	Yes	No
1738415	Boyalife Asset Holding Ii, Inc.	2453 S. Archer Ave. Suite B Chicago IL 60616		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2019-12-26	683,824	$2,277,134.00	0	No	4	P	Indirect	By Boyalife (Hong Kong) Ltd.
Common Stock	Acquisiton	2019-12-26	683,824	$2,277,134.00	683,824	No	4	P	Indirect	By Boyalife Asset Holding II, Inc.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Boyalife (Hong Kong) Ltd.
No	4	P	Indirect	By Boyalife Asset Holding II, Inc.

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Warrants to Purchase Common Stock	Disposition	2019-12-26	352,942	$10.00	352,942	$80.00
Common Stock	Warrants to Purchase Common Stock	Acquisiton	2019-12-26	352,942	$10.00	352,942	$80.00
Common Stock	Participation Interest in Convertible Note	Disposition	2019-12-20	0	$2,000,000.00	600,000	$1.80

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2016-12-26	2021-02-13	No	4	P	Indirect
352,942	2016-12-26	2021-02-13	No	4	P	Indirect
0	2019-12-20	2022-03-06	No	4	P	Indirect

Footnotes

On December 26, 2019, Boyalife (Hong Kong) Ltd. ("Boyalife HK") sold to Boyalife Asset Holding II, Inc. ("Boyalife AH") an aggregate of 683,824 shares of the Issuer's common stock for an aggregate purchase price of $2,227,134 (or $3.33 per share) and warrants to purchase 352,942 shares of issuer common stock for an aggregate purchase price of $10.00. Boyalife AH is 100% owned by Boyalife Group, Inc., which is 100% owned by Mr. Xiaochun Xu, and Boyalife HK is owned 100% by Ms. Yishu Li, the spouse of Mr. Xiaochun Xu. Accordingly, the transaction resulted in a change in the form of beneficial ownership of the shares and did not result in a change in Mr. Xu's and Ms. Li's pecuniary interest in the shares.
On December 20, 2019, Boyalife AH sold to a third party in a private transaction a participation interest the Second Amended and Restated Convertible Promissory Note, dated April 16, 2018, issued by the Issuer and held by Boyalife AH (the "Convertible Note"). Boyalife AH sold to the third party a participation interest in the Convertible Note equal to $1,080,000 in face value of the Convertible Note. The Convertible Note is convertible into shares of Issuer common stock at a conversion price of $1.80 (subject to adjustment), with the participation interest representing a right to receive 600,000 conversion shares, subject to a conversion blocker of 4.99%.
Represents the amount of principal and interest remaining under the Convertible Note as of the date of this Form 4 that is not subject to the participation interest described in preceding Note 2.