TFF Pharmaceuticals (TFFP) Form 4 TFF Pharmaceuticals / CAPITAL L P CARLSON ownership change

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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X

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^*

CARLSON CAPITAL L P

(Last) (First) (Middle)

2100 MCKINNEY AVE

STE 1900

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TFF Pharmaceuticals, Inc. [ TFFP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2023

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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, par value $0.001 per share (the "Common Stock"	08/15/2023		S		215,000	D	$0.4374(1)	5,065,000	I	See footnotes(2)(3)
Common Stock	08/16/2023		S		1,000	D	$0.3916(4)	5,064,000	I	See footnotes(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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

1. Name and Address of Reporting Person^*

CARLSON CAPITAL L P

(Last) (First) (Middle)

2100 MCKINNEY AVE

STE 1900

(Street)

DALLAS TX 75201

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Double Black Diamond Offshore Ltd

(Last) (First) (Middle)

2100 MCKINNEY AVENUE

STE 1900

(Street)

DALLAS TX 75201

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Asgard Investment Corp. II

(Last) (First) (Middle)

2100 MCKINNEY AVENUE

STE 1900

(Street)

DALLAS TX 75201

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Carlson Clint Duane

(Last) (First) (Middle)

2100 MCKINNEY AVENUE

STE 1900

(Street)

DALLAS TX 75201

(City) (State) (Zip)

Explanation of Responses:

1. The transactions referenced herein provide for various per share prices ranging from $0.405886 to $0.46. The Reporting Persons undertake to provide to the Staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased or sold at each separate price.

2. The shares of Common Stock to which this relates are held directly by Double Black Diamond Offshore Ltd., a Cayman Islands exempted company (the "Fund").

3. Carlson Capital, L.P., a Delaware limited partnership ("Carlson Capital") serves as the investment manager to, and has the power to direct the affairs of, the Fund. Asgard Investment Corp. II, a Delaware corporation ("Asgard II") serves as the general partner of, and has the power to direct the affairs of, Carlson Capital. Mr. Clint D. Carlson, a U.S. citizen, serves as the president of, and has the power to direct the affairs of, Asgard II and Carlson Capital. Each of the reporting persons disclaims beneficial ownership of the securities to which this Form 4 relates for the purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, except as to such extent of the reporting person's pecuniary interest in the securities.

4. The transactions referenced herein provide for various per share prices ranging from $0.38 to $0.436. The Reporting Persons undertake to provide to the Staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased or sold at each separate price.

Remarks:

	Carlson Capital, L.P., By: /s/ Clint D. Carlson, Title: President	08/17/2023
	Double Black Diamond Offshore Ltd., By its general partner Asgard II, By: /s/ Clint D. Carlson, Title: President	08/17/2023
	Asgard Investment Corp. II, By: /s/ Clint D. Carlson, Title: President	08/17/2023
	Clint D. Carlson, By: /s/ Clint D. Carlson	08/17/2023
	** Signature of Reporting Person	Date
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