Tharimmune, Inc. — Director's Dealing 2022

Jan 12, 2022

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Hillstream BioPharma Inc. (HILS)
CIK: 0001861657
Period of Report: 2022-01-11

Reporting Person: MILBY RANDY (Director, Chief Executive Officer)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct

Footnotes

F1: On April 19, 2021, the Registrant issued the Reporting Person a note in the principal amount of $25,000. The note matures upon the earlier of (i) April 19, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F2: On April 30, 2021, the Registrant issued the Reporting Person a note in the principal amount of $35,000. The note matures upon the earlier of (i) April 30, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F3: On May 10, 2021, the Registrant issued the Reporting Person a note in the principal amount of $10,000. The note matures upon the earlier of (i) May 10, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F4: On May 15, 2021, the Registrant issued the Reporting Person a note in the principal amount of $35,750. The note matures upon the earlier of (i) May 15, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F5: On May 25, 2021, the Registrant issued the Reporting Person a note in the principal amount of $90,000. The note matures upon the earlier of (i) May 25, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F6: On May 29, 2021, the Registrant issued the Reporting Person a note in the principal amount of $88,000. The note matures upon the earlier of (i) May 29, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F7: On June 14, 2021, the Registrant issued the Reporting Person a note in the principal amount of $59,990. The note matures upon the earlier of (i) June 14, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F8: On June 22, 2021, the Registrant issued the Reporting Person a note in the principal amount of $30,000. The note matures upon the earlier of (i) June 22, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F9: On July 16, 2021, the Registrant issued the Reporting Person a note in the principal amount of $70,000. The note matures upon the earlier of (i) July 17, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F10: On July 28, 2021, the Registrant issued the Reporting Person a note in the principal amount of $110,000. The note matures upon the earlier of (i) July 28, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F11: On August 13, 2021, the Registrant issued the Reporting Person a note in the principal amount of $82,500. The note matures upon the earlier of (i) August 13, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F12: On October 14, 2021, the Registrant issued the Reporting Person a note in the principal amount of $30,250. The note matures upon the earlier of (i) October 14, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F13: On November 12, 2021, the Registrant issued the Reporting Person a note in the principal amount of $99,000. The note matures upon the earlier of (i) November 12, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.

F14: On December 15, 2021, the Registrant issued the Reporting Person a note in the principal amount of $99,000. The note matures upon the earlier of (i) December 15, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million.