Randy Milby Form 3 Hillstream BioPharma / RANDY MILBY ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

MILBY RANDY

(Last) (First) (Middle)

C/O HILLSTREAM BIOPHARMA, INC.

1200 ROUTE 22 EAST, SUITE 2000

(Street)

BRIDGEWATER NJ 08807

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/11/2022

3. Issuer Name and Ticker or Trading Symbol
Hillstream BioPharma Inc. [ HILS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Executive Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options (right to purchase)	(1)	06/20/2023	Common stock	18,939	13.2	D
Options (right to purchase)	(2)	09/20/2023	Common stock	10,984	13.2	D
Options (right to purchase)	(3)	07/31/2024	Common Stock	37,878	0.079	D
Options (right to purchase)	(4)	08/30/2024	Common stock	189,393	0.079	D
Options (right to purchase)	(5)	09/17/2024	Common stock	1,893	2.64	D
Options (right to purchase)	(6)	09/19/2024	Common stock	1,893	2.64	D
Options (right to purchase)	(7)	11/05/2024	Common stock	946	2.64	D
Options (right to purchase)	(8)	12/13/2024	Common stock	7,575	2.64	D
Options (right to purchase)	(9)	12/31/2024	Common stock	37,878	2.64	D
Options (right to purchase)	01/31/2020	01/31/2030	Common stock	7,575	0.314	D
Options (right to purchase)	02/29/2020	02/28/2030	Common stock	7,575	0.314	D
Options (right to purchase)	03/31/2020	03/31/2030	Common Stock	7,575	0.314	D
Options (right to purchase)	04/30/2020	04/30/2030	Common stock	7,575	0.314	D
Options (right to purchase)	05/31/2020	05/31/2030	Common stock	7,575	0.314	D
Options (right to purchase)	06/30/2020	06/30/2030	Common stock	7,575	0.314	D
Options (right to purchase)	07/31/2020	07/31/2030	Common stock	7,575	0.314	D
Options (right to purchase)	08/31/2020	08/31/2030	Common stock	7,575	0.314	D
Options (right to purchase)	09/30/2020	09/30/2030	Common stock	7,575	0.314	D
Options (right to purchase)	10/31/2020	10/31/2030	Common stock	7,575	3.817	D
Options (right to purchase)	11/12/2020	11/12/2030	Common stock	7,575	3.817	D
Options (right to purchase)	11/12/2020	11/12/2030	Common stock	37,878	3.817	D
Options (right to purchase)	11/30/2020	11/30/2030	Common stock	7,575	3.817	D
Options (right to purchase)	12/31/2020	12/31/2030	Common stock	7,575	3.817	D
Options (right to purchase)	01/31/2021	01/31/2031	Common stock	18,939	7.822	D
Options (right to purchase)	02/01/2021	02/01/2031	Common stock	45,454	7.822	D
Options (right to purchase)	02/28/2021	02/28/2031	Common stock	18,939	7.822	D
Options (right to purchase)	03/31/2021	03/31/2026	Common stock	18,939	7.822	D
Options (right to purchase)	04/02/2021	04/02/2031	Common stock	37,878	7.822	D
Options (right to purchase)	04/30/2021	04/30/2031	Common stock	18,939	7.822	D
Options (right to purchase)	05/31/2021	05/31/2031	Common stock	18,939	7.822	D

Explanation of Responses:

1. The Registrant issued the Reporting Person the options on June 20, 2018. The options vest as follows: (i) 3,787 options vested on the date of grant and became exercisable on June 20, 2019 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on July 20, 2019.

2. The Registrant issued the Reporting Person the options on September 20, 2018. The options vest as follows: (i) 3,787 options vested on the date of grant and became exercisable on September 20, 2019 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on October 20, 2019.

3. The Registrant issued the Reporting Person the options on July 31, 2019. The options vest as follows: (i) 9,469 options vested and became exercisable on July 31, 2020 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on August 31, 2020.

4. The Registrant issued the Reporting Person the options on August 30, 2019. The options vested on the date of grant and become exercisable on the completion of the Registrant's initial public offering or a public listing via a reverse merger with a public company.

5. The Registrant issued the Reporting Person the options on September 17, 2019. The options vest as follows: (i) 473 options vested and became exercisable on September 17, 2020 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on October 31, 2020.

6. The Registrant issued the Reporting Person the options on September 19, 2019. The options vest as follows: (i) 473 options vested and became exercisable on September 19, 2020 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on October 31, 2020.

7. The Registrant issued the Reporting Person the options on November 5, 2019. The options vest as follows: (i) 236 options vested and became exercisable on November 5, 2020 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on December 31, 2020.

8. The Registrant issued the Reporting Person the options on December 13, 2019. The options vest as follows: (i) 3,787 options vested on the date of grant and became exercisable on December 13, 2020 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on January 31, 2020.

9. The Registrant issued the Reporting Person the options on December 31, 2019. The options vest as follows: (i) 9,469 options vested and became exercisable on December 31, 2020 and (ii) the balance of the options shall vest and become exercisable in 48 equal monthly installments with the first installment vesting on January 31, 2020.

Remarks:

This is the first of the three Form 3s.

	/s/ Randy Milby	01/12/2022
	** 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 5 (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.
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