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Regen BioPharma RGBP

Regen BioPharma entered into a $125,000 note agreement

Item 1.01 Enters material agreement

Form
8-K
Filed
Importance
Major
  1. Entered into a $125,000 unsecured promissory note with Coventry Enterprises
  2. Note includes $12,500 in guaranteed interest at 10% annual rate
  3. Existing convertible debt of $71,557 was satisfied with note proceeds
  4. Equity line agreement allows up to $10M in common stock purchases

Written from the 8-K on EDGAR. Check the filing before you rely on it.

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The reading, claim by claim

  1. On October 27, 2026, the company entered into a securities purchase agreement with Coventry Enterprises, LLC, under which Coventry purchased a 10% unsecured promissory note for $125,000.
  2. $12,500 was retained by Coventry through an original issue discount.
  3. The note carries guaranteed interest at 10% per annum for 18 months, totaling $12,500.
  4. Principal and interest are to be repaid in eight monthly payments of $17,187.50.
  5. Existing convertible indebtedness totaling $71,557 was satisfied from the note's proceeds.

5 of 5 claims matched the filing text.

From the filing

Item 1.01 Entry into a Material Definitive Agreement.

Item

1.01 Entry into a Material Definitive Agreement.

On1

October 27, 2026 Regen Biopharma, Inc. (the "Company") entered into a securities purchase agreement (the "Purchase1

Agreement") with Coventry Enterprises, LLC ("Coventry"), pursuant to which Coventry Enterprises purchased a 10% unsecured promissory Note (the "Note") from the Company in the principal amount of $125,0001 of which $12,500 was retained by Coventry through an Original Issue Discount2.

The3

Note carries "Guaranteed Interest" on the principal amount at the rate of 10% per annum for the eighteen-month term of the Note for an aggregate Guaranteed Interest $12,5003. The Principal Amount and the Guaranteed Interest shall be due and payable in 8 equal monthly payments (each, a "Monthly Payment") of 17,187.50 Dollars4, commencing 6 months after funds received and continuing on the 20th day of each month thereafter.

Existing convertible indebtedness and accrued interest on existing convertible indebtedness totaling $71,557 was satisfied from the proceeds of the Note5.

Upon an Event of Default (as such term is defined in the Note) the Note shall become convertible, in whole or in part, into shares of Common

Stock at the option of the Holder at price per share equivalent to 90% of the lowest per-share trading price for the 20 Trading Days preceding a Conversion Date.

Upon the event that while this Note has been outstanding for four months, the Company consummates another financing transaction or if the Company has an effective Regulation A Offering Statement then the Investor may choose to convert any amount up to the entire balance of the note including guaranteed interest into shares at the same offering price as the aforementioned financing transaction or the Regulation

A Offering..

The foregoing description of the abovementioned Purchase Agreement and Note are not complete and are qualified in their entirety by reference to the text of the abovementioned agreements , which are attached to this Current Report on

Item 9.01 Financial Statements and Exhibits

Item

9.01 Financial Statements and Exhibits

10.1

Securities

Purchase Agreement

10.2

Convertible Note

10.3

Equity Line

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REGEN BIOPHARMA, INC.

Dated:

November 2, 2026

By:

/s/

David Koos

3