Capstone Holding Corp. cut the conversion price on its two convertible notes held by 3i, LP to $0.2949 per share on August 10, 2026, down from a prior range of roughly $0.57 to $1.10. About $1.72 million of principal remained outstanding as of August 25, 2026, meaning further share conversion is likely before the notes mature.

Key Highlights

  • Capstone Holding Corp. reduced the conversion price on its two outstanding convertible notes to $0.2949 per share, effective August 10, 2026.
  • The July 2025 note matures August 29, 2026, and the October 2025 note matures October 22, 2026, both held by 3i, LP.
  • $1.72 million of principal remains outstanding after $2.90 million converted into common shares during 2025 and $0.06 million was redeemed for cash.

Capstone Holding Corp. (NASDAQ: CAPS) reduced the conversion price on its two outstanding convertible notes to $0.2949 per share, effective August 10, 2026. The change applies to notes held by 3i, LP: a July 2025 note maturing August 29, 2026, and an October 2025 note maturing October 22, 2026.

Why The Price Was Cut

Capstone stated that the notes could not reasonably convert into Equity at their prior pricing given where the stock was trading. The company said it must retire the remaining note balances as they approach their respective maturities, since any unconverted amount would otherwise need to be repaid, refinanced or extended. Capstone and 3i, LP agreed to set the new conversion price at $0.2949 per share, describing it as approximately the Market Price at which the stock closed on August 10, 2026.

The intent stated was to fix a conversion price that would allow the remaining balances to keep being retired before the notes come due.

Principal Retired So Far

Of that, $2.90 million converted into common shares during 2025 and $0.06 million was redeemed for cash in the same year.

What Remains Outstanding

Capstone's current share count stood at approximately 21.75 million shares. The company disclosed the new conversion price within its Quarterly Report rather than in a standalone filing, noting the amendment was executed two days before that report was due and fell within the applicable four-business-day reporting window. Capstone indicated it intends to use a separate disclosure for future material changes to the notes' terms.

The two remaining maturities, August 29, 2026 for the July 2025 note and October 22, 2026 for the October 2025 note, will be addressed through conversion, extension or repayment as conditions warrant.

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Source(s)

  • https://www.sec.gov/Archives/edgar/data/887151/000143774926029046/caps20260826c_8k.htm