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