SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
NANOMIX Corp [ NNMX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/08/2022 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 12/09/2022 | P | 2,620 | A | $0.25 | 25,178,958 | D | |||
Common Stock | 12/09/2022 | P | 7,380 | A | $0.25 | 25,186,338 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Senior Secured Convertible Promissory Note | $1.174 | 04/08/2022 | P(1) | $444,444(1) | 04/08/2022 | 04/08/2024 | Common Stock | 378,573 | $444,444 | $2,492,666 | D | ||||
Common Stock Purchase Warrants | $1.174 | 04/08/2022 | P(1) | 568,974(1) | 04/08/2022 | 06/25/2027 | Common Stock | 568,974 | (1) | 3,708,389 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 04/26/2022 | P(2) | $166,667(2) | 04/26/2022 | 04/26/2024 | Common Stock | 141,965 | $166,667 | $2,659,333 | D | ||||
Common Stock Purchase Warrants | $1.174 | 04/26/2022 | P(2) | 213,366(2) | 04/26/2022 | 02/28/2027 | Common Stock | 213,366 | (2) | 3,921,755 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 05/13/2022 | P(3) | $166,667(3) | 05/13/2022 | 05/13/2024 | Common Stock | 141,965 | $166,667 | $2,826,000 | D | ||||
Common Stock Purchase Warrants | $1.174 | 05/13/2022 | P(3) | 213,366(3) | 05/13/2022 | 05/13/2027 | Common Stock | 213,366 | (3) | 4,135,121 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 05/19/2022 | P(4) | $16,667(4) | 05/19/2022 | 05/19/2024 | Common Stock | 14,196 | $16,667 | $2,842,666 | D | ||||
Common Stock Purchase Warrants | $1.174 | 05/19/2022 | P(4) | 21,337(4) | 05/19/2022 | 05/19/2027 | Common Stock | 21,337 | (4) | 4,156,458 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 05/25/2022 | P(5) | $211,111(5) | 05/25/2022 | 05/25/2024 | Common Stock | 179,822 | $211,111 | $3,053,778 | D | ||||
Common Stock Purchase Warrants | $1.174 | 05/25/2022 | P(5) | 270,263(5) | 05/25/2022 | 05/25/2027 | Common Stock | 270,263 | (5) | 4,426,721 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 06/10/2022 | P(6) | $172,222(6) | 06/10/2022 | 06/10/2024 | Common Stock | 146,697 | $172,222 | $3,226,000 | D | ||||
Common Stock Purchase Warrants | $1.174 | 06/10/2022 | P(6) | 220,478(6) | 06/10/2022 | 06/10/2027 | Common Stock | 220,478 | (6) | 4,647,199 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 06/22/2022 | P(7) | $194,444(7) | 06/22/2022 | 06/22/2024 | Common Stock | 165,636 | $194,444 | $3,420,444 | D | ||||
Common Stock Purchase Warrants | $1.174 | 06/22/2022 | P(7) | 248,927(7) | 06/22/2022 | 06/22/2027 | Common Stock | 248,927 | (7) | 4,896,126 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 07/13/2022 | P(8) | $194,444(8) | 07/13/2022 | 07/13/2024 | Common Stock | 165,636 | $194,444 | $3,614,889 | D | ||||
Common Stock Purchase Warrants | $1.174 | 07/13/2022 | P(8) | 248,927(8) | 07/13/2022 | 07/13/2027 | Common Stock | 248,927 | (8) | 5,145,053 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 07/27/2022 | P(9) | $555,556(9) | 07/27/2022 | 07/27/2024 | Common Stock | 479,216 | $555,556 | $4,170,444 | D | ||||
Common Stock Purchase Warrants | $1.174 | 07/27/2022 | P(9) | 711,218(9) | 07/27/2022 | 07/27/2027 | Common Stock | 711,218 | (9) | 5,856,271 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 08/23/2022 | P(10) | $555,556(10) | 08/23/2022 | 08/23/2024 | Common Stock | 479,216 | $555,556 | $4,726,000 | D | ||||
Common Stock Purchase Warrants | $1.174 | 08/23/2022 | P(10) | 711,218(10) | 08/23/2022 | 05/23/2027 | Common Stock | 711,218 | (10) | 6,567,489 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 09/09/2022 | P(11) | $277,778(11) | 09/09/2022 | 09/09/2024 | Common Stock | 236,608 | $277,778 | $5,003,778 | D | ||||
Common Stock Purchase Warrants | $1.174 | 09/09/2022 | P(11) | 355,609(11) | 09/09/2022 | 09/09/2027 | Common Stock | 355,609 | (11) | 6,923,098 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 10/11/2022 | P(12) | $277,778(12) | 10/11/2022 | 10/11/2024 | Common Stock | 236,608 | $277,778 | $5,281,555 | D | ||||
Common Stock Purchase Warrants | $1.174 | 10/11/2022 | P(12) | 355,609(12) | 10/11/2022 | 10/11/2027 | Common Stock | 355,609 | (12) | 7,278,707 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 11/10/2022 | P(13) | $277,778(13) | 11/10/2022 | 11/10/2024 | Common Stock | 236,608 | $277,778 | $5,559,333 | D | ||||
Common Stock Purchase Warrants | $1.174 | 11/10/2022 | P(13) | 355,610(13) | 11/10/2022 | 11/10/2027 | Common Stock | 355,610 | (13) | 7,634,317 | D | ||||
Senior Secured Convertible Promissory Note | $1.174 | 11/28/2022 | P(14) | $166,667(14) | 11/28/2022 | 11/28/2024 | Common Stock | 141,965 | $166,667 | $5,726,000 | D | ||||
Common Stock Purchase Warrants | $1.174 | 11/28/2022 | P(14) | 213,366(14) | 11/28/2022 | 11/28/2027 | Common Stock | 213,366 | (14) | 7,847,683 | D |
Explanation of Responses: |
1. On April 8, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $444,444 (the "4/8 Note") and (ii) a warrant to purchase 568,974 shares of the Issuer's common stock (the "4/8 Warrant") for an aggregate purchase price of $400,000. The 4/8 Note matures on April 8, 2024 unless earlier converted or extended as set forth in the 4/8 Note. The 4/8 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 4/8 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
2. On April 26, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $166,667 (the "4/26 Note") and (ii) a warrant to purchase 213,366 shares of the Issuer's common stock (the "4/26 Warrant") for an aggregate purchase price of $150,000. The 4/26 Note matures on April 26, 2024 unless earlier converted or extended as set forth in the 4/26 Note. The 4/26 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 4/26 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
3. On May 13, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $166,667 (the "5/13 Note") and (ii) a warrant to purchase 213,366 shares of the Issuer's common stock (the "5/13 Warrant") for an aggregate purchase price of $150,000. The 5/13 Note matures on May 13, 2024 unless earlier converted or extended as set forth in the 5/13 Note. The 5/13 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 5/13 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
4. On May 19, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $16,667 (the "5/19 Note") and (ii) a warrant to purchase 21,337 shares of the Issuer's common stock (the "5/19 Warrant") for an aggregate purchase price of $15,000. The 5/19 Note matures on May 19, 2024 unless earlier converted or extended as set forth in the 5/19 Note. The 5/19 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 5/19 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
5. On May 25, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $211,111 (the "5/25 Note") and (ii) a warrant to purchase 270,263 shares of the Issuer's common stock (the "5/25 Warrant") for an aggregate purchase price of $190,000. The 5/25 Note matures on May 25, 2024 unless earlier converted or extended as set forth in the 5/25 Note. The 5/25 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 5/25 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
6. On June 10, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $172,222 (the "6/10 Note") and (ii) a warrant to purchase 220,478 shares of the Issuer's common stock (the "6/10 Warrant") for an aggregate purchase price of $155,000. The 6/10 Note matures on June 10, 2024 unless earlier converted or extended as set forth in the 6/10 Note. The 6/10 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 6/10Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
7. On June 22, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $194,444 (the "6/22 Note") and (ii) a warrant to purchase 248,927 shares of the Issuer's common stock (the "6/22 Warrant") for an aggregate purchase price of $175,000. The 6/22 Note matures on June 22, 2024 unless earlier converted or extended as set forth in the 6/22 Note. The 6/22 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 6/22 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
8. On July 13, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $194,444 (the "7/13 Note") and (ii) a warrant to purchase 248,927 shares of the Issuer's common stock (the "7/13 Warrant") for an aggregate purchase price of $175,000. The 7/13 Note matures on July 13, 2024 unless earlier converted or extended as set forth in the 7/13 Note. The 7/13 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 7/13 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
9. On July 27, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $555,556 (the "7/27 Note") and (ii) a warrant to purchase 711,218 shares of the Issuer's common stock (the "7/27 Warrant") for an aggregate purchase price of $500,000. The 7/27 Note matures on July 27, 2024 unless earlier converted or extended as set forth in the 7/27 Note. The 7/27 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 7/27 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
10. On August 23, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $555,556 (the "8/23 Note") and (ii) a warrant to purchase 711,218 shares of the Issuer's common stock (the "8/23 Warrant") for an aggregate purchase price of $500,000. The 8/23 Note matures on August 23, 2024 unless earlier converted or extended as set forth in the 8/23 Note. The 8/23 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 8/23 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
11. On September 9, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $277,778 (the "9/9 Note") and (ii) a warrant to purchase 355,609 shares of the Issuer's common stock (the "9/9 Warrant") for an aggregate purchase price of $250,000. The 9/9 Note matures on September 9, 2024 unless earlier converted or extended as set forth in the 9/9 Note. The 9/9 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 9/9 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
12. On October 11, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $277,778 (the "10/11 Note") and (ii) a warrant to purchase 355,609 shares of the Issuer's common stock (the "10/11 Warrant") for an aggregate purchase price of $250,000. The 10/11 Note matures on October 11, 2024 unless earlier converted or extended as set forth in the 10/11 Note. The 10/11 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 10/11 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
13. On November 10, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $277,778 (the "11/10 Note") and (ii) a warrant to purchase 355,610 shares of the Issuer's common stock (the "11/10 Warrant") for an aggregate purchase price of $250,000. The 11/10 Note matures on November 10, 2024 unless earlier converted or extended as set forth in the 11/10 Note. The 11/10 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 11/10 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
14. On November 28, 2022, the Reporting Person was issued (i) a senior secured convertible note of the Issuer for an aggregate principal amount of $166,667 (the "11/28 Note") and (ii) a warrant to purchase 213,366 shares of the Issuer's common stock (the "11/28 Warrant") for an aggregate purchase price of $150,000. The 11/28 Note matures on November 28, 2024 unless earlier converted or extended as set forth in the 11/28 Note. The 11/28 Note is convertible at any time, at the holder's option, into shares of the Issuer's common stock at the Conversion Price. The 11/28 Warrant is exercisable at any time, at the holder's option, into shares of the Issuer's common stock at the Exercise Price. At any time during the continuance of any Event of Default, the Conversion Price in effect shall, at the option of the Reporting Person, be equal to the Alternative Conversion Price. |
/s/ Garrett Gruener | 12/19/2022 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |