Mosaic ImmunoEngineering (CPMV) Form 3 Mosaic ImmunoEngineering / Western Reserve University Case 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^*

Case Western Reserve University

(Last) (First) (Middle)

10900 EUCLID AVE

(Street)

CLEVELAND OH 44106

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/30/2020

3. Issuer Name and Ticker or Trading Symbol
Mosaic ImmunoEngineering Inc. [ PTSCD ]

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

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

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
Series B Convertible Voting Preferred Stock	(1)(2)(3)	(1)(2)(3)	Common Stock	401,392,950(3)	(1)(2)(3)	D

Explanation of Responses:

1. On August 19, 2020, Mosaic ImmunoEngineering Inc. (f/k/a Patriot Scientific Corporation) (the "Issuer") entered into a stock purchase agreement (the "Stock Purchase Agreement") among PTSC Sub One Inc., Mosaic ImmunoEngineering Inc., and certain stockholders of Mosaic ImmunoEngineering Inc. set for therein (including Case Western Reserve University) pursuant to which, among other things, Case Western Reserve University was issued 70,000 shares of Series B Convertible Voting Preferred Stock in a private placement in connection with the sale of all of the securities of Mosaic ImmunoEngineering Inc.

2. (Continued from Footnote 1) Such Series B Convertible Voting Preferred Stock could only be converted to Common Stock of the Issuer following the earlier of (A) the adoption of an amended and restated certificate of incorporation of the Issuer, which provides for, among other things, a sufficient number of shares of Common Stock authorized and available for issuance upon conversion of the shares of Series B Convertible Voting Preferred Stock or (B) the occurrence of a liquidation event as defined in the Certificate of Designation of Rights, Preferences and Limitations of the Series B Convertible Voting Preferred Stock.

3. Each share of the Series B Convertible Voting Preferred Stock shall (a) convert into 5,734.185 shares of common stock of the Issuer, (b) possess full voting rights, on an as-converted basis, as the common stock of the Issuer, (c) have no dividend rate, and (d) shall possess certain anti-dilution protections.

Remarks:

	/s/ John F. Sideras, Senior Vice President and CFO	12/08/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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