Capstone Holding Corp. (NASDAQ: CAPS) entered into a First Amendment to its Senior Secured Convertible Note with 3i, LP on November 6, 2026. The amendment extends the maturity date of the note from October 22, 2026, to December 13, 2027. As of the date of the amendment, the note had approximately $900,000 in principal outstanding. The company has retired approximately 87% of the original $6.8 million in principal issued under its convertible notes with 3i.
Under the terms of the agreement, interest accruing after October 22, 2026, will be calculated solely on the outstanding principal balance at the note's existing 7% annual rate. 3i, LP has agreed not to enforce existing defaults prior to the new maturity date, and no default interest or late charges will accrue on those defaults through that date. The Holder retains its conversion rights, including the right to convert at the Event of Default Alternate Conversion Price.
The amendment also modifies the note's covenant prohibiting maturity or acceleration of debt prior to the maturity date. It excludes existing indebtedness and revolving credit facilities from this restriction, provided that any extension, renewal, or refinancing does not increase the principal amount outstanding or the commitment.
In addition to the note amendment, the Company entered into a Second Amendment to its Amended and Restated Common Stock Purchase Agreement with Tumim Stone Capital, LLC on November 6, 2026. This amendment extends the term of the agreement from July 1, 2027, to January 1, 2028, subject to other termination provisions. The amendment also removes restrictions on later waivers and amendments and waives any rights of the Investor arising from actions of the Company prior to the date of the amendment that may have violated Sections 6.8 or 8.2 of the original agreement.