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
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
Convertible Note	$		Common stock ()		Direct
Convertible Note	$		Common stock ()		Direct

Footnotes

F1: On December 16, 2019, the Registrant issued the Reporting Person a $90,000 note which matures on the earlier of (i) December 15, 2021 and (ii) the closing of the Next Equity Financing. The note shall automatically convert into the type of Equity Securities issued in the Next Equity Financing and shall be equal to the quotient obtained by dividing the outstanding amount of the note 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 $25 million. "Next Equity Financing" means the next sale (or series of related sales) by the Registrant of its Equity Securities pursuant to which the Registrant receives gross proceeds of not less than $7.5 million (inclusive of the aggregate amount of debt securities converted into Equity Securities upon conversion or cancellation of notes). "Equity Securities" means, subject to certain exceptions, the Registrant's common stock and common stock equivalents.

F2: On January 21, 2020, the Registrant issued the Reporting Person a note in the principal amount of $80,000. The note matures upon the earlier of (i) January 20, 2022 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 $25 million.

F3: On February 27, 2020, the Registrant issued the Reporting Person a note in the principal amount of $90,000. The note matures upon the earlier of (i) February 26, 2022 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 $25 million.

F4: On April 23, 2020, the Registrant issued the Reporting Person a note in the principal amount of $2,000. The note matures upon the earlier of (i) April 23, 2022 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 $25 million.

F5: On April 24, 2020, the Registrant issued the Reporting Person a note in the principal amount of $30,000. The note matures upon the earlier of (i) April 24, 2022 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 $25 million.

F6: On May 8, 2020, the Registrant issued the Reporting Person a note in the principal amount of $55,000. The note matures upon the earlier of (i) May 8, 2022 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 $25 million.

F7: On May 19, 2020, the Registrant issued the Reporting Person a note in the principal amount of $55,068. The note matures upon the earlier of (i) May 19, 2022 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 $25 million.

F8: On June 3, 2020, the Registrant issued the Reporting Person a note in the principal amount of $40,000. The note matures upon the earlier of (i) June 3, 2022 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 $25 million.

F9: On June 25, 2020, the Registrant issued the Reporting Person a note in the principal amount of $40,000. The note matures upon the earlier of (i) June 25, 2022 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 $25 million.

F10: On July 13, 2020, the Registrant issued the Reporting Person a note in the principal amount of $40,000. The note matures upon the earlier of (i) July 13, 2022 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 $25 million.

F11: On August 3, 2020, the Registrant issued the Reporting Person a note in the principal amount of $50,000. The note matures upon the earlier of (i) August 3, 2022 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 $25 million.

F12: On August 31, 2020, the Registrant issued the Reporting Person a note in the principal amount of $30,000. The note matures upon the earlier of (i) August 31, 2022 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 $25 million.

F13: On September 21, 2020, the Registrant issued the Reporting Person a note in the principal amount of $35,000. The note matures upon the earlier of (i) September 21, 2022 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 $25 million.

F14: On September 27, 2020, the Registrant issued the Reporting Person notes in the aggregate principal amount of $549,058.09. The notes mature upon the earlier of (i) September 27, 2022 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the notes 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 notes shall be equal to the quotient obtained by dividing the outstanding principal amount of the notes 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 $25 million.

F15: On September 28, 2020, the Registrant issued the Reporting Person a note in the principal amount of $50,000. The note matures upon the earlier of (i) September 28, 2022 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 $25 million.

F16: On October 14, 2020, the Registrant issued the Reporting Person a note in the principal amount of $45,000. The note matures upon the earlier of (i) October 14, 2022 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 $25 million.

F17: On October 27, 2020, the Registrant issued the Reporting Person notes in the aggregate principal amount of $70,000. The notes mature upon the earlier of (i) October 27, 2022 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the notes 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 notes shall be equal to the quotient obtained by dividing the outstanding principal amount of the notes 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 $25 million.

F18: On November 1, 2020, the Registrant issued the Reporting Person a note in the principal amount of $1,225.37. The note matures upon the earlier of (i) November 1, 2022 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 $25 million.

F19: On November 2, 2020, the Registrant issued the Reporting Person a note in the principal amount of $70,000. The note matures upon the earlier of (i) November 2, 2022 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 $25 million.

F20: On November 18, 2020, the Registrant issued the Reporting Person a note in the principal amount of $50,000. The note matures upon the earlier of (i) November 18, 2022 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 $25 million.

F21: On December 9, 2020, the Registrant issued the Reporting Person a note in the principal amount of $48,000. The note matures upon the earlier of (i) December 9, 2023 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.

F22: On December 16, 2020, the Registrant issued the Reporting Person a note in the principal amount of $20,000. The note matures upon the earlier of (i) December 16, 2023 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.

F23: On December 23, 2020, the Registrant issued the Reporting Person a note in the principal amount of $50,000. The note matures upon the earlier of (i) December 23, 2023 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.

F24: On January 15, 2021, the Registrant issued the Reporting Person a note in the principal amount of $66,000. The note matures upon the earlier of (i) January 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.

F25: On January 22, 2021, the Registrant issued the Reporting Person a note in the principal amount of $40,000. The note matures upon the earlier of (i) January 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.

F26: On February 4, 2021, the Registrant issued the Reporting Person a note in the principal amount of $75,000. The note matures upon the earlier of (i) February 4, 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.

F27: On February 12, 2021, the Registrant issued the Reporting Person a note in the principal amount of $60,000. The note matures upon the earlier of (i) February 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.

F28: On March 3, 2021, the Registrant issued the Reporting Person notes in the aggregate principal amount of $68,476.50. The notes mature upon the earlier of (i) March 3, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the notes 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 notes shall be equal to the quotient obtained by dividing the outstanding principal amount of the notes 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.

F29: On March 12, 2021, the Registrant issued the Reporting Person a note in the principal amount of $75,000. The note matures upon the earlier of (i) March 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.

F30: On March 29, 2021, the Registrant issued the Reporting Person a note in the principal amount of $55,000. The note matures upon the earlier of (i) March 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.