UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 1.01 Entry into a Material Definitive Agreement.
Amendment to Secured Convertible Debenture Purchase Agreement
As previously disclosed on July 9, 2025, on July 7, 2025, BioSig Technologies, Inc., a Delaware corporation (the “Company”), entered into a secured convertible debenture purchase agreement (the “Debenture Purchase Agreement”) with YA II PN, LTD., a Cayman Islands exempt limited company (“Yorkville” or the “Investor”).
On August 13, 2025, the Company entered into an Amendment to the Debenture Purchase Agreement (the “Amendment”) with Yorkville. The Amendment amends the Debenture Purchase Agreement, to, among other things, revise the structure of the transaction to provide for a first secured convertible debenture in the principal amount of $25,000,000, a second secured convertible debenture in the principal amount of $25,000,000, and additional secured convertible debentures in an aggregate principal amount of up to $50,000,000 to be issued upon mutual agreement of the parties, which agreement may be withheld in either parties sole discretion; modify certain purchase, closing and stockholder approval provisions; and update related terms, including setting the floor price for conversions at 20% of the Nasdaq Official Closing Price immediately prior to the date of entry into the Debenture Purchase Agreement.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Amendment to Secured Convertible Debenture Purchase Agreement, dated as of August 13, 2025, between the Company and YA II PN, Ltd. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BIOSIG TECHNOLOGIES, INC. | ||
| Date: August 13, 2025 | By: | /s/ Henry McPhie |
| Name: | Henry McPhie | |
| Title: | Chief Executive Officer | |